


Pie Lovers

by spasticbirdie



Category: Undertale (Video Game)
Genre: F/F, Flirting, Gratuitous flirting & teasing, MILFs, Praise Kink, Sauna, Sexting, Threesome - F/F/F, Trans Alphys, Trans Female Character, Yoga, anyway!, just alphys and undyne having a more open relationship, just to make it clear this isn't NTR or cheating or anything, this is quite possibly the smuttiest thing i've ever written, trans undyne
Language: English
Status: Completed
Published: 2017-09-24
Updated: 2017-12-06
Packaged: 2019-01-04 17:03:25
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 3
Words: 34,143
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/12173097
Author URL: https://archiveofourown.org/users/spasticbirdie/pseuds/spasticbirdie
Summary: Toriel gets up to some shenanigans with Alphys, then with Undyne, and then with both of them.





	1. Banana Creme Pie

**Author's Note:**

> Big thanks to @zannigaybear on twitter for the main inspiration for this fic!

**Ch 1 - Don’t snap under pressure**

_Job got some new underground, how absolutely you cool on by and see?_

Toriel sighed and started backspacing through the message; smartphone keyboards were certainly not a good fit for her paws. It took her a few more minutes to change “job” to “just”, “absolutely” to “about”, “cool” to “come”, and “underground” to “underwear.” After finally correcting the message, she sent it off to Sans with a few quick taps on the screen, picture attached.

_Just got some new underwear, how about you come on by and see?_

“There,” she muttered to herself with satisfaction, setting her phone down on the couch next to her and leaning back. She rebuttoned her blouse; the picture in question that she’d just sent had been a little peek at the new lingerie she’d just gotten. A lacy, black little number that was thin enough for her fur to peek through, it was little more than a few small pieces of fabric held together by the straps.

There was a matching bottom, but she decided that was probably better to keep a secret for now. She’d taken a few of that part earlier anyway; Toriel smiled, imagining the look on Sans’ face when he got _that_ pic.

Her phone jingled, the sound of the default notification tone buzzing out of it. Smiling with satisfied anticipation, she picked it up. Her satisfied smile turned a little disappointed and confused when she saw it was a text from Alphys.

_uh...toriel I think you got the wrong number._

 

_MEW MEW KISSY CUTIE MEW MEW KISSY CUTIE MEW MEW MEW MEW MEW!_

The J-pop anime opening blasted through Alphys’ earbuds almost loud enough to vibrate them in her ears. She had a day off today, so it was time for anime, junk food, and generally being lazy while Undyne was out.

The music was up so loud that she almost didn’t hear her phone buzzing on the table next to her, and it wasn’t until she reached over for some chips and glanced at the notification light to realize she’d gotten a text.

Unlocking her phone, Alphys saw it was from Toriel. With an image attached. She frowned; why was Toriel texting h-

The thought died in her head and was replaced with the mental equivalent of her jaw hitting the floor when she saw the picture attached to the text; Toriel with her shirt unbuttoned and pushed aside, the black lace of her bra visible. The bra itself was tiny, just two black triangles of lace stretched across her breasts. Through the thin material, Alphys could almost make out the bump of her nipples. Everything above Toriel’s mouth was cut off, but it said enough; she was sporting a wicked smile, biting her lip cheekily. Even behind the tight bra, her breasts looked heavy enough to stretch the lacy lingerie.

_Just got some new underwear, how about you come on by and see?_

On the forgotten laptop screen, Princess Mew Mew tripped and accidentally flashed Tadashi, causing a nosebleed of volcanic proportions.

Alphys stared at the picture until her phone fell asleep and jolted her out of it. _Oh my god oh my god oh my god WHAT._

_Okay. Calm down. Calm down calm down calm down. She probably meant to send that to Sans or something. It’s probably just a wrong number and I should uh. Let her know._

Claws tapping on the phone’s keyboard as she tried to quell her suddenly raised heart rate, Alphys typed a reply.

_uh...toriel I think you got the wrong number._

Hands shaking, Alphys set her phone down and turned back to her laptop, trying to put the picture out of her head. She succeeded in doing this for about ten seconds before grabbing desperately for her phone again and pulling up the picture. As Alphys stared at the snapshot, more than a little entranced, another message from Toriel popped up just beneath her’s.

_Oh, sorry Alphys! I meant to send that to Sans, my mistake._

Alphys sighed, feeling her heartbeat slowly settle back to normal. Her claws tapped on the keyboard again.

_its okay, i’ll just, uh, forget about it._

As soon as she hit send, she felt a wave of humiliation wash over her. “Forget about it,” she muttered to herself. “Great, Alphys. Real smooth.” Once again, she turned back to the anime that she couldn’t focus on. _Let’s see, Princess Mew Mew had to prepare for the school festival, and-_

Her attention was once again brought back to her phone by a buzz that shook her desk. She grabbed her phone a little too eagerly; another text from Toriel.

_That reminds me, are you busy today? I was going to invite you and Undyne over for lunch._

Alphys sighed in relief. That sounded normal. Maybe Toriel was just trying to smooth over her… accident, but Alphys took her up on it.

_undynes at work but im free today!_

 

“Ah, hello, dear!”

Alphys smiled nervously as she stepped inside. “H-Hi, Toriel.”

Toriel’s place was a lot nicer and more spacious than Undyne and Alphys’ apartment; a spacious, modern building with a wide-open living room that turned seamlessly into the kitchen. It was only one floor, but maybe because of that it felt much more open and generally relaxed.

“Come in, come in.” Toriel ushered Alphys inside and to the living room, seating her at a couch that was wide and soft, but not too plush as to sink into it. The couch was a L shaped piece of furniture wrapping around the coffee table. “The tea will be just a moment, have a seat!”

Before Alphys could even respond, Toriel had bustled over to the kitchen and was fussing about with a kettle and mugs. Alphys sat nervously on the couch, feeling a little… stiff. She’d changed out of her usual lazy-day-off clothes of sweatpants and a dirty t-shirt to a slightly nicer outfit; a simple spaghetti-strap sundress, black with yellow polka-dots.

She noticed Toriel had changed her shirt as well.

Her hands played nervously in her lap as she surveyed the room. It felt like Toriel was taking a long, long time with the tea. She turned in her seat, looking over to the kitchen where Toriel was busying around, a pair of already steaming mugs on a tray and a kettle sitting beside them.

Toriel caught her gaze, and smiled. “Just another minute, dear. Now, where did I leave those lemons...”

Alphys smiled nervously in response. “Oh, I-I don’t like lemon in…”

Her voice died off as Toriel opened the fridge and bent down, searching a lower drawer. She was dressed pretty casually and plainly; a simple button-down shirt and a pair of mom jeans.

It was the jeans that seized her attention. As Toriel bent over, fussing and searching for whatever it was she needed, her butt rose up, clad in her tight jeans.

“Come now, where was it…” Toriel’s rear moved side to side as she searched through the drawer, the denim stretched taut. Right above the waistband, in the tiny space between her pants and her shirt, a bit of white peeked out, a few little rolls of fur-covered stomach and back.

“Ah! Here we go.” Toriel straightened up, smiling, a plastic bag of lemons in her hand. Apparently oblivious to Alphys’ staring, she dropped the bag on the counter, sliced a lemon with a few quick cuts, and put the slices on the edge of the cups. Picking up the tray, Toriel bustled back to the living room.

She finally seemed to notice Alphys’ slightly slack-jawed expression. “Did you say something, dear?”

_How about you come on by and see?_

With a huge effort, Alphys closed her jaw and swallowed. “Lemon’s fine.”

Toriel gave another friendly, gentle smile and sat down next to Alphys, setting the tray on the coffee table. “There we go.” She took her mug, took a sip, and slid the tray over to Alphys. “I must say, it has been quite some time since we were able to catch up, Alphys.”

“Y-yeah, I guess so.” Alphys took the still-steaming mug and blew on it. She took a sip; one thing was for certain, nobody made tea quite like Toriel. It was almost too hot to drink, but not quite, so instead of burning her tongue it sent a pleasant feeling of warmth through her body. Alphys swallowed, sighed with satisfaction, and took another long sip.

“So, what did you think of that picture I sent you?”

In a flash, the events of earlier today came back to Alphys. The close-up selfie of Toriel’s chest, her shirt undone with calculated carelessness, showing just enough of her lingerie to tantalize came slamming back into her head, temporarily short-circuiting her brain.

Alphys nearly choked on and spewed her tea out at the same time. “P-P-P-P-Pardon me?!?”

“I have some more, would you like to see?” Before Alphys could even wipe the tea off her face and lap, Toriel had scooted over on the couch to sit right next to Alphys. She took her phone out of her pocket and tapped at the screen for a moment. “Oh dear, my apologies, these small phones are always such a bother,” she chuckled, seemingly uncaring to Alphys’ sputtering.

“Ah, there we go.” With that, Toriel held her phone up in front of Alphys.

Just as she was getting her breath back, Alphys saw the photo and lost it again again, leaking air like a deflating balloon. On Toriel’s phone was the picture she’d sent Alphys earlier; unbuttoned shirt, lacy lingerie peeking out, assured and seductive smile.

Alphys felt her face flush. Toriel pushed a little closer, and Alphys felt her chest rest on her shoulder. “Ah, there are some older ones, too.”

She swiped to the left. The next one was a picture taken in a mirror, with Toriel wearing a nightgown that was practically see-through. Even though Toriel was kneeling down in front of the mirror, legs together, the nightgown barely even reached her waist. Alphys found herself distantly wondering what it would look like when she stood.

She swiped again. A mirror again, but a different one; it looked like a public bathroom somewhere. Her outfit was a long, flowing sundress, and it would have been a perfectly innocent picture if she hadn’t been lifting her dress up, flashing a pair of panties that were so small they bordered on string.

Again. Now it was a selfie of Toriel on the beach, sprawled back in a chair, wearing a bikini and giving an impish smile to the camera while she pulled the side of her bikini bottoms down just a little bit. The swimsuit wasn’t small, but it was definitely tight; Toriel’s chest seemed like it was about to burst out of the top.

_How big is her chest, even? It’s bigger than Undyne’s, but maybe not bigger than Catty’s. I wonder if they’re as sensitive as hers were? Oh my god Alphys what kind of thought is that you moron what the hell_

Toriel swiped again, but by now Alphys was barely paying attention to the phone’s screen; her mind was a whirlwind, going back and forth between thinking a million and one inappropriate thoughts about Toriel and how her chest stacked up against Undyne’s, Catty’s, Bratty’s...

“Oh, this one is the best, look!” Without Alphys even noticing, Toriel’s hand had crept into her lap, and she patted Alphys insistently on the thigh. The light touch shook Alphys back into focus, and she looked wildly from Toriel’s face to Toriel’s phone before settling on the latter.

The picture on the phone was a little different from the others; instead of a selfie, it was what looked like a candid photo of Toriel. She was blushing furiously, had one hand over her chest and the other between her legs, and looked like she was in the middle of saying something.

She was also very, very nude. Her legs crossed together and her arm hiding her boobs made a few little rolls of fat squish up around her stomach, and Alphys could almost see a faint hint of her nipples peeking out from beneath her arm.

“Sans took that one,” Toriel said with a little giggle. “I was still getting dressed, and he took me by surprise.”

“Oh,” Alphys said distantly. Now she was totally focused on the photo in front of her; the whirlwind in her head had shut off like someone pulling the plug on a TV, leaving just a weird, quiet whine in her brain.

Her mouth moved without her brain behind it. “They look pretty big.”

After her ears heard what she said and transmitted the words to her brain, her brain took a long look over them before realizing exactly what had come out of her mouth without express permission from her higher mental functions.

Alphys flailed for words. Thought-out words this time. She didn’t find them. “Um. Uh. I mean. Erm. Ah.”

Toriel simply chuckled a little. “Well, not bigger than yours, dear.” She nudged Alphys, her arm bumping against Alphys’ chest a little, eliciting a little squeak from the overwhelmed lizard.

Finally, Alphys noticed two things. One, Toriel was leaning right up against Alphys, her chest rubbing against Alphys’ bare shoulder. While Alphys had been mesmerized by the phone, Toriel had undone a few of her buttons, and the slightest bit of her fur was brushing against Alphys’ skin.

Two, Alphys was fairly certain Toriel wasn’t wearing a bra for three reasons; one, a glance risked down and to her right showed a distinct lack of the lacy material from before; two, when Toriel moved, her chest seemed to move just a little too freely; and three, she could very distinctly feel two points of hardness touching her skin through the fabric of Toriel’s shirt.

If she was beet red before, Alphys was very quickly progressing towards magma.

Alphys realized her quick peek at Toriel’s cleavage had quickly turned into a stare, but found she couldn’t tear her gaze away. She peered down at her casually open shirt, secretly hoping to catch a glimpse of the twin points poking her through the shirt, willing just one more button to spontaneously burst open….

Toriel’s voice, sounding thoughtful, broke Alphys out of her trance. “You know… since you are here, would you mind helping me take some more?”

Her words took another long circuit through Alphys’ head; ears to brain to finally being comprehended. She blinked, looked up from Toriel’s chest, and met her gaze. “Uh. Uh. Uh.”

“I mean, there are just SO many poses I can’t quite get myself, and it would be nice to have an outside opinion!” Before Alphys could protest, Toriel pressed her phone into the lizard’s limp claw and sat back. “Now, let me just…”

With just a few quick motions, Toriel unbuttoned her shirt entirely, letting it hang loose about her torso. She popped open the buttons of her jeans and unzipped the fly, giving a tantalizingly small peek at the black lace of her panties.

She beckoned Alphys over. “How about… from an angle like this?” She took Alphys by the hand, and Alphys went limply along as Toriel pulled her over to where she sat. Lying back on the couch, Toriel adjusted her shirt, leaving the loose fabric draped over her chest while still open, a exposing her cleavage and stomach.

She smiled. “There, just a shot from above like that!” Toriel leaned her head back, looking up at Alphys. “Whenever you feel ready!”

Alphys’ brain was slowly catching up to where her body was. She stared down at Toriel; her expectant expression, her undone shirt that still hid her breasts, the long line of exposed fur that snaked its way down her torso to where her pants were also casually opened. Lying on her back made her breasts sag to either side; far from being a turnoff, it just made Alphys acutely aware of their size, their weight.

Finally, her brain caught up. She aimed the camera, tapped the screen, and the simulated click of a camera shutter played. Toriel smiled and sat up. “Okay, now let me think… how about this?”

Toriel stood and began pulling her pants down, wiggling them over her wide hips. She leaned over, her butt going up in the air again; without the tight jeans on, her rear jiggled a little as she worked the jeans off.

 _Click._ With Toriel bent over, her jeans halfway off, Alphys took another picture almost unconsciously; Toriel bent double, pants half-off, her butt clad in black, lacy panties wiggling in the air.

Toriel heard the click, looked back at Alphys with a good-natured, knowing smile on her face, and continued removing her pants. “Well, that wasn’t _quite_ the photo I had in mind.”

“Oh, u-u-uhh…” Alphys stuttered, surprised by her own forwardness.

“Oh, it’s alright, it’s alright.” Toriel laughed it off. “Do you mind if I have a look?”

Before Alphys could respond, Toriel stepped out of her pants and over to Alphys, leaning over her. Alphys sucked in an involuntary breath. She was in the unfortunate situation of not knowing where to stare; at Toriel’s phone, with Toriel’s ass front-and-center, or at Toriel, who was leaning over her to look at the phone, her unbuttoned shirt falling open.

“Why, Alphys, I think you might have a photographer’s eye!” Toriel clapped Alphys happily on the shoulder. “You know, I think you might be better at picking poses than me, how about it?”

It felt like Alphys’ brain was finally running at the same speed as the rest of her. She was no less embarrassed, blushing, and nervous than before, but she had it under control– or at least, she was pretty sure she had it under control. “Uh, o-okay…umm…”

She gulped and pointed to the coffee table. “Uh, m-maybe you could try leaning on that? J-just with your arms crossed in front of you and your ch-ch-ch-” She took another deep breath and forced the word out. “- _chest_ on the table.”

“Like this?” Toriel stepped around the table across from Alphys and leaned over the table, her breasts pressed against the glass and her arms crossed in front of her. Her loose shirt still hung over her, and her arms were in the way, but her bare chest was pressed against the glass.

“Um. Uh. Yeah. Yes.” Alphys reached under the table, pointedly looking away for reasons that were feeling increasingly slim, and aimed the camera upward before snapping a picture. “O-okay, uh, here.” She shoved the phone to Toriel, still looking away in embarrassment.

Toriel took the phone and looked at the screen. “Oh my! Excellent picture, I’ll be saving this one for sure.”

“G-Great…” Alphys muttered. She was building up her courage for what she was about to do, psyching herself up. _You’ve seen boobs before, okay? It’s just boobs. You’ve seen Undyne’s boobs, you’ve seen Catty’s boobs, you’ve seen Bratty’s boobs. Hell, Undyne probably would want to see her boobs too._

Finally, she steeled herself, stopped staring at the floor, and wrenched her gaze up and over to Toriel.

She didn’t see Toriel’s boobs. This was because Toriel was facing away from her, and just as Alphys looked, was taking her shirt off, the light fabric falling off her back and dropping to the floor. Toriel looked back, caught Alphys looking, then stuck her tongue out teasingly.

Alphys lost her nerve again and looked down at her lap. Toriel laughed. “Alphys, dear, I don’t mind. You can look.”

Alphys continued trying to stare a hole in her lap. Toriel sighed, walked over to Alphys, and gently lifted her head. “Come now, Alphys. ”

It was a good thing that Toriel was holding Alphys up by the chin, because if she hadn’t been Alphys might have passed out. Toriel’s bare chest was practically right in Alphys’ face, her nipples poking through her soft fur. Without a bra or a shirt, Toriel’s breasts hung loosely on her body; big, heavy, and a little saggy, but still looking shapely and absolutely delectable.

“I’m just an old lady, I’m not going to bite,” Toriel said comfortingly as she released Alphys’ chin and took a step back.

“A p-pretty hot old lady,” Alphys blurted out before immediately clapping her hands over her mouth.

Toriel was momentarily speechless at Alphys’ outburst, then clapped a hand to her mouth as well. In her case, however, she was stifling laughter; a chorus of deep, loud belly laughs bubbling up from inside her.

“Well!” She tried to start, but couldn’t help herself and just kept giggling. “Well! That’s, well, that’s the first time someone has called me that, I believe!”

“I-I mean, Undyne thinks s-so too,” Alphys blurted out, again, and clapped her hands over her mouth, again. Toriel just devolved into another fit of laughter, falling back onto the couch and clutching her stomach. Alphys tried not to stare at the way her chest shook with each belly laugh.

Finally, she began to calm down, wiping a tear from her eye. “Well, thank you for the compliment, I suppose. Sans does say I am quite a ‘MILF,’” she chuckled.

This time, it was Alphys suppressing laughter. Toriel went on. “But…” she said thoughtfully, “I think, Alphys, you don’t give yourself enough credit.”

“Wh-what?” Alphys stuttered, taken aback.

“I mean, when I was your age, I was quite a looker, but I think even you would give me a run for the money.” A sly smile crept onto Toriel’s face, and with a quick grab she snatched the phone from Alphys. “Tell you what, how about we switch?”

“H-Huh?” Alphys blinked as Toriel aimed the phone camera at her, and blushed. Her hands in her lap twisted and snarled, and she tried to make herself smaller.

“Now, now, I’m not saying you have to strip or anything,” Toriel assured her. Even the way she so casually threw out ‘strip’ made Alphys blush a few shades redder. “But you send selfies to Undyne all the time, yes? Whenever we get lunch, Undyne’s always going on, and on, and on about you, showing me all these cute selfies you send her.”

This time, Alphys’ blush was a happy one. Toriel smiled encouragingly. “How about this? You just make whatever poses you want, and I’ll take the pictures.”

“O-Okay!” Alphys finally made herself look up. She couldn’t explain it, but she felt a lot less intimidated by Toriel’s casual nudity now.

She didn’t really know what to do for her first pose, so she just kinda sat there, smiled nervously, and waved awkwardly at the camera.

 _Click._ Toriel took the photo and nodded her approval. “Very good, very good! I must say, that dress really accentuates your skin!”

Alphys giggled at the compliment, surprising herself. “U-Undyne picked it out for me…”

“Well, she certainly picked well!” Toriel aimed the camera again, and made a little _go on_ gesture.

Alphys felt a bit more into it now. She lay out on her stomach, propping herself up on her elbows, legs and tail up in the air.

“Oooh, hold that!” Toriel snapped a quick picture from where she stood, then hurried over to the couch and got a closer shot from the front. “Not to be too forward, but this angle gets quite a nice shot of your chest.”

Again, Alphys giggled as she rolled back to a sitting position. For a moment, she just fidgeted there. Then she turned to Toriel, a nervous smile on her face. “W-Well, if you wanted n-nice shots of...there…”

Kneeling on the couch with her legs splayed just a little apart, Alphys slipped the straps of the dress off her shoulders, then leaned forward, her arms crossed in front of her and pushing her breasts up and together. “H-how’s this?”

Toriel just snapped more pictures, nodding and smiling with approval and encouragement. Alphys’ smile got less nervous and more confident. Slipping the straps of her dress over and off her arms, she held the dress up on her chest while she lay down on her side, one hand behind her head and the other supporting the dress, her tail swishing in the air behind her.

Toriel stood, sidled over to the other side of the coffee table, and lined up a nice wide-angle of Alphys, sprawled on the couch, dress falling away, chest threatening to spill out. “Alphys, dear, try and keep your tail still.”

“O-Oh! Sorry.” Alphys consciously stopped her tail’s nervous swinging, and Toriel snapped a picture.

Suddenly, Alphys got an idea. “Uh, w-wait, just stay there a second.” She sat up, started fidgeting with her dress, then stopped. “Uh, um, I’m sorry, but, uh, could you…”

“Oh, of course, dear!” Obligingly, Toriel turned around. She heard the sounds of Alphys shuffling around on the couch behind her, and toyed with the thought of sneaking a peek with the phone’s front camera. She decided to give Alphys her privacy, however.

A few moments later, Alphys took a deep breath. “O-Okay!”

Toriel turned and let out a delighted little coo. “Alphys!”

Alphys, still smiling and blushing, had taken off her dress entirely, discarding it on the couch.

Her bra, a strapless round-the-torso rectangle of material, lay on top of it. Alphys’s hands were held up in twin little peace signs, and she had curled her tail up and around her torso, using it to cover her chest. Her legs were crossed together nervously, trying their best to hide her Mew Mew Kissy Cutie panties with their bright pink pawprint pattern and bows tying off either side.

“Ch-cheese…” she said awkwardly.

Toriel let out what could only be described as a _squee._ “Alphys, darling, you look amazing! What a pose!” She started snapping like a real photographer, getting different angles and moving around and around Alphys. Alphys changed up her pose a little as she did, moving her hands to her chest and flicking her tail up between her legs, hiding the growing bulge in her panties.

She also moved her tail _because_ of the growing bulge. She wasn’t sure if it was Toriel’s constant snapping and the way she moved around Alphys, looking at her from every angle, like she was feeling Alphys up with her eyes, or if it was the _way_ Toriel moved around her and snapped pictures, her chest rising and falling a little faster and deeper than it had before, her face looking a little flushed under her white fur, a smile that looked anything but innocent taking up residence on her face.

Alphys shifted her tail a little bit and flinched involuntarily; it had rubbed just a little against her dick, which was getting close to bulging out of her panties. A quiet moan, so soft it could almost be mistaken for a breath, escaped her mouth.

Toriel stopped snapping photos. “You okay, dear?”

“U-Um… y-yeah.” Alphys muttered, an extra little blush creeping onto her face.

A note of concern crept into Toriel’s voice. “Alphys. If you feel uncomfortable, we can stop.”

“N-no, I’m f-fine, it’s just, uh…”

Alphys felt the heat rise in her face again. Flicking her tail back up to her chest, she buried her blushing face in her hands, stammering and stuttering. “I-it’s j-just, uh, you know, like, um…”

Suddenly, Alphys realized she had more things to cover – her beet-red embarrassed face, her exposed chest, the bulge in her panties – than she had things to cover them with. With her hands over her face and her tail over her boobs, that left…

Alphys peeked out between her fingers to see Toriel looking down at her bulge.

Toriel noticed her gaze and met it. There was a pregnant pause while Toriel looked at Alphys, her face flushed, ample chest covered by her tail just barely enough to hide her nipples, her panties bulging out obscenely with a tiny damp spot at the tip of the bulge, and while Alphys looked at Toriel, her breasts hanging heavily from her chest with pink nipples poking out, her lacy panties almost obscured by her fluffy fur, legs rubbing together in a way that drew attention to what was between them.

The pause went on another moment before Toriel broke it with the camera.

_Click._

“Nice boner, dear!” Toriel said cheerily.

Alphys buried her face back in her hands and groaned. “S-sorry! I’m sorry! Sorry!” She flicked her tail down to her waist, realized she’d left her chest exposed, quickly covered it with her arms, blushed harder, somehow felt just as embarrassed about her uncovered face as her chest and crotch, and went through a ridiculous dance of covering and uncovering and recovering. “I-I-I mean, y-y-y-you’re, uh, r-really hot, sorry, for uh, having a, uh, it’s just…”

“Well, Alphys, you’re hot too!” Toriel’s cheery tone barely changed. It only made Alphys blush more.

Toriel set her phone down. “I mean… it may not be as obvious as-” She gave a pointed look down at Alphys’ damp panties, “-yours, but…”

Toriel fidgeted a little, bit her lip, and gave Alphys a sly smile. “Well, I suppose it’s just easier to show you!”

With that, Toriel tossed her phone carelessly to the couch, hooked her fingers in the sides of her panties, and slid them down before Alphys could even let out a squeak. Throwing them to the side, Toriel scooted over to near where Alphys sat and dropped down on the couch.

“It’s so hard with all this fur in the way…” Toriel said with an embarrassed and breathless chuckle, which nearly turned into a moan as she slid her hands down her body.

Slowly, she spread her legs, hands slipping down between her thighs. Alphys stared, almost transfixed, as Toriel spread apart her fur and then the lips of her pussy, looking bright pink against the white of her fur.

“L-Like I said, it’s not as obvious with me, but…” Toriel slowly slid a finger inside, her breathing kicking up a notch as she did. Alphys felt her dick twitch in her panties as she watched Toriel push one, then two fingers inside with gentle slowness. A startled, halting gasp escaped her lips as she curled her fingers around inside herself, and Toriel bit her lip to keep it inside.

Alphys’ dick felt painfully hard.

Finally, Toriel extracted her fingers, breathing heavily. Spreading her fingers apart, Alphys saw them shining with the sheen of her precum, sticking in her fur. Toriel’s hips shook, a few gasps escaping from her lips. “A-As I was saying, it’s not as obvious as, well, yours, but I’m quite turned on as well.” She smiled, still breathing heavily. “S-so, don’t feel like you need to be, well, ashamed of yourself, d-dear…”

Toriel gave up trying to keep her composure. Her hand flew back between her legs, one then two then three fingers slipped past her fur and into her folds, and her head fell back as she let out a needy moan. Her fingers slid in and out of her pussy, and her legs shook with every push inward.

Something in Alphys gave way as well, and she felt her shame fall away. Slowly reaching a hand down, she slid it into her underwear and released a relieved, satisfied moan as her hand finally touched her throbbing dick. A dribble of precum was already running down the shaft, and Alphys’ hand spread it all around as she slowly started stroking her dick, hand getting smeared with her own pre and sweat.

Alphys’ dick twitched in her hand as she watched Toriel continue to finger herself, unconsciously matching her strokes with the movement of Toriel’s hand. She felt her pre leaking through her panties, a bead of it staining the fabric, and pulled at the bows on either side of them, letting the now-filthy underwear fall away. She felt relieved to give her dick some fresh air, and as she started stroking even faster, Alphys grabbed her chest with her other hand, pinching her nipple, squeezing her breast, and even leaning down to suck on it.

As Alphys started stroking faster and harder, she leaned back on the couch, eyes closed and breath short and fast. She felt her dick jump in her hands, balls feeling tight, full, and ready to release.

Before she could, Alphys felt a soft hand wrap around hers, slowing her pace. She nearly jumped off the couch from surprise, and opened her eyes to see Toriel sitting next to her, one hand still dug in between her legs, the other now guiding Alphys’ hand off her dick.

“It’d be… it’d be a waste for you to get done so early, I think,” Toriel said breathlessly. After lifting Alphys’ hand off of her dick, Toriel gently wrapped her soft digits around Alphys’ shaft, stroking much more slowly than Alphys had, in careful time with the movement of her own fingers.

With her hands now unoccupied, Alphys squirmed in Toriel’s gentle yet inescapable grip. Compared to her frantic jerking before, Toriel’s soft, gentle strokes felt downright maddening, teasing, bringing her towards orgasm with steady slowness before going back down with the same speed. Alphys’ hips shivered and jumped, but Toriel held her down and kept on with her slow pace.

Alphys looked over at Toriel; her chest rising and falling with shaky breaths, her nipples hard and stiff, her own hips squirming and shaking as much as Alphys’.

She decided to take Toriel’s advice. Time to take some initiative here.

Toriel herself was lost in a wonderful, warm fog of pleasure; her fingers working steadily between her thighs, her juices almost spilling out onto the couch, and her hand going up and down Alphys’ thick shaft at the same speed as the fingers in her pussy, as if she was trying to simulate the feeling of it with her fingers.

Suddenly, she felt a heavy, soft hand wrap around her wrist, stopping her cold. Toriel was rudely snapped out of her fog, and looked down to see Alphys’ hand pulling hers away.

Toriel looked over to Alphys. Through the chubby girl’s red face, heavy breathing, and obvious arousal, was a determined expression on her face.

“D-Don’t th-think I’m…” Alphys suppressed another moan as her dick twitched in Toriel’s grip again. “...Don’t think I’m d-done yet.”

Alphys slid her hand down past Toriel’s stomach, deftly spread her pussy wide open, and plunged her fingers in with gusto, meeting barely any resistance. Toriel gasped, her entire body shook and arched, and her grip on Alphys’ dick tightened momentarily, making Alphys gasp in turn.

In response, Alphys curled her fingers inside Toriel’s warm, wet muff, and the two devolved into a competition of who could get the other off first; Toriel, hand moving up and down Alphys’ dick in practiced, effortless strokes while her hips bucked and quivered and she bit her lip to keep the deep, lusty moans in, or Alphys, whose fingers were working clumsily but with earnest, needy energy as her dick twitched and leaked precum that only lubricated Toriel’s hand more.

It was a race, and Toriel realized she was losing. She stroked Alphys’ dick faster and faster, but Alphys’ thick but soft fingers that reached deep inside her, splitting her open wide, sending fresh rivulets of her juices flowing, were sapping her strength. Toriel moaned and redoubled her efforts, squeezing Alphys’ dick a little harder and running a finger up and around the leaking tip, but the lizard girl refused to give in.

Alphys even let out a breathy, half-stuttered laugh. “Wh-what’s...wrong, Toriel?” It was all she could say before her dick jumped in Toriel’s paw again, bringing a fresh dribble of precum with it. But still no orgasm.

 _Time to get serious,_ Toriel decided.

She let go of Alphys’ dick. Before Alphys could even react, Toriel shifted her weight and practically rolled on top of her, straddling Alphys’ hips. Alphys yelped in momentary surprise, then let out a moan as Toriel’s wet pussy rubbed up against her dick.

“There we go,” Toriel said smugly. She had Alphys practically pinned now, her full weight holding the smaller girl down. Alphys grabbed for Toriel’s boobs, hanging enticingly in front of her face, but Toriel caught her hands and pushed them back and down, fully pinning Alphys and shoving her chest almost right in the chubby girl’s face.

Toriel let out a satisfied _hmph_. “Now…where were we?”

Alphys had a pretty good idea where _she_ was, at least. Her face was buried in Toriel’s chest, but she could still feel the older woman’s weight in her lap and the surprising strength holding her down by the arms. Toriel’s fur felt soft and warm all over; against Alphys’ smooth scales, it was like being covered with a heavy blanket.

And as Toriel started moving, Alphys could feel another kind of warmth, down between Toriel’s legs, warm and damp and quivering with each stroke as Toriel rubbed herself against Alphys’ thick shaft. Toriel let out a pleased, shuddering sigh with every push forward and back, her juices covering Alphys’ dick.

Alphys moaned, trying to move her hips, push back against Toriel’s assault, but Toriel only drew her legs closer together, both pinning Alphys harder and increasing the pressure on her dick.

Even with her newfound advantage, Toriel still felt the heat rising deep in her body; Alphy’s dick, thick, heavy, and still twitching, twitching, twitching, rubbed insistently against her folds, like it was begging to come in. Every crease and vein shot a little pulse of pleasure through Toriel as she rubbed against Alphys’ dick less assertively and more needily. As Toriel pushed herself up, grinding upwards against Alphys’ dick, she reached the head, still leaking a stream of precum, and stopped for a moment, grinding her hips around and around right at the tip.

Just as Alphys was nearly suffocating under Toriel’s chest, she felt her arms released, and Toriel sat back. After one last go at rubbing the tip of Alphys’ dick right against the opening of her pussy, she slid down against Alphys’ dick one last time, coming to a rest in Alphys’ lap with her dick resting against Toriel’s stomach.

Both of them took a moment to breath, coming down from the brinks of their orgasms.

Toriel took one last, shuddering breath, and looked down at Alphys. “Ah… Alphys, dear? Are you alright?”

Alphys, more than a little short of breath, blinked up at her. “Uh… y-yeah?”

“I mean…” Toriel pushed her hips forward just a little, nudging Alphys’ dick against her stomach. “Are you alright… with going a little further.”

Alphys looked down at her throbbing dick and Toriel’s dripping pussy, looked up at Toriel’s flushed face, looked back down, back up, down, up, down, and up again.

Somehow, despite having overcome all her previous inhibitions, and despite already being a deep shade of crimson, Alphys blushed again. “Oh. Oh. Oh, uh… I…”

Toriel blushed a little in response. “Oh! I, erm, just wanted to make sure you were comfortable with this, dear. If you’re not, we can-”

“No! N-no, I’m good, I’m good.” With her hands freed, Alphys suddenly realized she didn’t know what to do with them. She fidgeted with them while they lay on her stomach, just below her heavy breasts, until finally making up her mind and setting her hands on Toriel’s hips with as much confidence as she could muster.

Toriel’s concerned expression relaxed. “Well, in that case…” she said in a low, seductive tone as she leaned back a bit, pushing her hips forward and grinding gently against Alphys’ dick, “Would you mind letting me take charge for now, dear?”

Alphys shuddered with pleasure as Toriel’s heat slid slowly up and down against her dick, and nodded. Toriel smiled and lifted her hips up, one hand guiding Alphys’ dick against the lips of her pussy.

She moved it there, began lowering her hips until just the tip was enveloped in her warmth, and stopped, savoring it, rolling her hips around and around as Alphys moaned needily, wanting to buck her hips up and plunge deep inside, split Toriel open, make her gasp and moan and fall apart into a puddle of ecstasy.

Alphys found she could only sit there, however, as Toriel kept slowly shaking her hips, squatting over Alphys with her legs bent and her heavy breasts swinging with every movement of her hips. Inch by inch, she took Alphys’ dick deeper and deeper, a fresh wave of moan-inducing, body-shaking pleasure washing over her with every gyration of her hips.

Finally, with about half of Alphys’ dick inside, Toriel stopped, hands on Alphys’ stomach to support herself, breath shaky and cunt dripping wet. She started bouncing her hips cautiously up and down, body moving like a wave on top of Alphys but never going any deeper.

Beneath her, Alphys’ breath went shallow in time with Toriel’s motions. She held back the urge to slam her hips upward and bury herself fully in Toriel’s slick, inviting warmth, which was getting more and more powerful by the second.

Instead, she went for the low-hanging fruit; Toriel’s breasts, heavy and full and right in her face. She grabbed fervently at them, cupping Toriel’s breasts in her hands. They were big, heavy, and incredibly soft, so much so that Alphys’ fingers nearly sank into them. Toriel gasped at Alphys’ thick fingers squeezing, pinching, playing with her breasts, and an extra little squirt of her juices sprayed out on Alphys’ stomach.

Alphys’ couldn’t take it anymore. Leaving Toriel’s breasts behind and running her hands down to Toriel’s hips, she tried to push down while bucking her hips up.

Before she could make any progress, Toriel seized her hands with that same surprising strength as before. “No, no, no, dear. Just s-sit…” As Toriel took her hands off Alphys’ stomach to guide Alphys’ wandering hands away, Alphys’ dick sank a few inches deeper, eliciting another moan from Toriel and weakening her grip just a little. “Just sit back, now.”

Leaning back, Toriel moved one hand to her crotch while supporting herself on Alphys’ thigh with the other. Running her hand down her stomach, stopping a moment right over where the tip of Alphys’ dick was reaching, she slid her fingers down between her legs, spreading herself just a little wider.

With her hand splaying her pussy open, Toriel finally started bouncing a little harder, grinding her hips up and down, now moaning openly and loudly as every bounce pushed Alphys’ dick a little deeper, spread her more and more open, brought her closer and closer to cumming.

With one last intense bounce, Toriel bottomed out on Alphys’ dick with a erotic cry, a fresh flood of her juices flowing forth. Alphys’ dick wasn't just thick and rock hard, it was long enough that her girth stretched out every part of Toriel's pussy, the hot, leaking tip of her dick nearly knocking against her womb.

Just about all of Toriel’s strength went out of her as she fought back the most intense orgasm yet, the folds of her pussy coiling around Alphys’ dick like she was trying to milk Alphys dry, force her to empty herself deep inside Toriel until one of them was full or the other empty, whichever came first. She half-fell forward, wrapping her arms around Alphys and buried the poor girl's face in her furry chest again.

“Mmmmmnnnnnn…” Toriel moaned, fingers curling on the back of Alphys’ head. _Good gracious, I_ needed _this,_ she thought.

She started slow when she started moving again, grinding her hips back and forth, savoring the feeling of Alphys’ dick rubbing around inside her and prodding her womb. Kicking it up a single notch, she raised her hips, extracting barely even an inch of Alphys’ dick before dropping her hips down again, an action that sent more shudders, more moans, and more tiny squirts of cum shivering out of her.

Underneath her, Alphys was in marshmallow hell.

Not that she was complaining; Toriel’s warm breasts may have been a tad smaller than her own, but the older women’s fur made them much warmer. Between the heat of Toriel’s snatch on her dick and lower body and the natural body heat enveloping her, Alphys felt a pleasant, lust-filled cloud descend upon her head.

Gently, she set her hands on Toriel’s soft, wide, and very nice butt, guiding her movements along as Toriel’s moved her body like a wave, up and down over Alphys’ body.

Up above, it seemed like Toriel was getting into her groove.

After running her hands down Alphys’ back one last time, she pushed herself back, freeing Alphys from under her chest. Alphys sucked in a breath of fresh air.

She lost it again when Toriel squared and raised her hips, pulling almost all of Alphys’ dick out of her now-spread-wide cunt before slamming it all back in with a single thrust.

From there, Toriel just kept pounding her hips down on Alphys’ dick, the constant assault leaving both of them moaning loudly and no longer holding back, sweaty and needy and desperate to cum.

As her movements rose to a fever pitch Toriel felt Alphys’ dick get even harder inside her, hot and twitching and nearly pushing right inside her womb. Alphys felt Toriel start to tighten up around her dick, folds massaging her, milking her.

Toriel half-leaned, half-fell forward again, her arms wrapping around Alphys again as Alphys’ arms rose to Toriel’s back, both of them pulling the other closer as both their orgasms started to peak.

Toriel came first, but only by a little.

Dropping her hips down one last time, she let out a hitching, satisfied whine as she came, the biggest shower of her cum leaking out from around Alphys’ dick, her whole body wracked with spasms of pleasure that took a wonderfully long time to subside.

Alphys felt Toriel tighten up one last time around her dick, felt the wave of warmth wash over her, felt her balls tighten and the final flow of cum start rushing through her dick, and let out a last gasping moan as she emptied herself inside Toriel, the older woman’s pussy greedily taking her load.

Both of them sat there a few more moments, sweaty, covered in each other’s fluids, and fully satisfied. Finally, Toriel lifted her shivering hips, each inch of Alphy’s cum-covered dick sliding out until the head popped out with a wet sucking sound. She rolled off of Alphys and flopped down on the couch next to her, letting out a satisfied, full sigh.

Alphys sat back on the couch, sinking in, the warm fog lifting to a satisfied, relaxed light. “Th-that… felt ama-”

_Click._

The sound startled Alphys out of her rest, and she looked to the source of the sound. Toriel was holding her phone up, pointing down at them both. Alphys caught a glimpse of herself on the phone’s screen, legs spread wide and body covered in sweat, a dazed expression on her face, while Toriel had a cheeky, winking smile on and a peace sign held up.

Despite feeling fully drained and still flushed with exertion, Alphys blushed again.

“D-delete this.”

* * *

 

After some cleaning up, attempting to drink tea that had gone cold before pouring it down the drain and making a fresh pot, and Toriel pushing a stuffed ziploc bag of cookies into Alphys’ hands, Alphys stood in the doorway saying goodbye.

“W-Well, seeya later!” she said awkwardly. Alphys had absolutely no idea what to really say; after fucking Toriel like she had been trying to knock her up, the mood was a little… odd. She gave an awkward wave and turned.

“Say hello to Undyne for me, dear!” Toriel called after. “Oh, and Alphys!”

Alphys stopped and turned. Toriel was peeking out from behind her front door, a sly expression on her face.

“Feel free to come around whenever you like,” she said, her voice implying exactly why Alphys might want to come around.

Alphys flushed, turned very quickly on heel, and began walking. “S-S-S-Sure!” she said as she retreated.

“Feel free to bring Undyne along with you!”


	2. Blueberry Pie

**Summary for the Chapter:**

> Undyne's workout routine gets a (not unwelcome) interruption.

**Notes for the Chapter:**

> Big thanks to @alphyies and @zannigaybear for both their feedback and their support of this fic!

“COME ON! KEEP UP THE PACE!”

Undyne’s voice echoed around the gym, loud enough to even drown out the din of the cycling machines. She bounced on the balls of her feet, moving around constantly as she supervised the spin class. The gym she worked at held it every Thursday, and as the only trainer who was there almost every day, she usually ended up having to supervise it.

Not that she minded all that much; it was a far cry from training the Royal Guard, and the moms in their 40-somethings that made up most of the class weren’t exactly an intense crowd, but Undyne liked it all the same. It was the same in spirit, really; training, guiding, inspiring people to be better.

Near the end of the row of cycling machines, one lady started to slow. Undyne noticed immediately and bounced her way down to her.

“Come on, Jo, keep it up! You got this!” She kept running in place in front of the older woman's machine; Joanne was a soccer mom to her core, fighting even her graying roots with hair dye and grim determination, but even she was starting to reach her limit.

“Undyne… ma’am… I think I might need a quick breather…”

Undyne leaned on the front of her cycling machine, putting her hands over Joanne’s on the handlebars. “Come on, Jo. Dig deep. If I didn’t _know_ you had it in you, I wouldn’t be pushing you.” She took Jo’s hands off the handlebars for a moment, speaking low and quiet to her. “I want you to imagine it’s the bake sale next month. And right on the table next to you is-” she spat out the next word with all the venom in the world, “- _Deborah,_ and you two have been neck and neck the whole day.”

Jo looked up, a fire starting to burn in her eyes. Undyne went on. “Now it’s the end of the day. You see Mrs. O’Leary come into the meeting room. She’s hobbling in on her walker. She’s not having a good day of it. You lock eyes with Deborah right next to you, and you both know the first person who gets to her is gonna sell about five tupperware containers of cookies.”

Undyne let go of her hands and placed them back on the handlebars. “Now what I want to ask you, is _are you gonna get there first?”_

Joanne gripped the handlebars so hard her knuckles went white, and the wheels of her machine started whirring louder than everyone else’s. Undyne grinned proudly and half-skipped back to the front of the group. “COME ON! KEEP IT UP! LEMME SEE THOSE WHEELS FLY!”

After another half hour of shouting, encouraging, and continuous restless bouncing, Undyne glanced at the clock. “OKAY, OKAY, OKAY, NICE! Let’s take it back down, everyone! Cool on down, you’ve earned it!”

The whirr of the cycling machines started to die down and Undyne slowly stopped bouncing on her feet. Finally, with a satisfied nod from their instructor, Undyne’s class dismounted their machines, most of them sweating and panting.

Undyne clapped her hands. “Alright, good job today people! See you next week!” Her class filed out of the gym, exchanging pleasantries with Undyne and breathing hard with exertion.

Finally, her last trainee left, and Undyne had the gym all to herself. She let out a deep, satisfied sigh, and her restless bouncing resumed.

_Alright, now where to start?_

She’d warmed up with the rest of her class and kept herself stretching and moving throughout the whole session. Now, with no other commitments for the rest of the day, she could have some time to herself, some me-time, some Undyne-time.

Still bouncing in place, she spied a pullup bar. _That looks good. Could do with some crunches._

Undyne jogged over, grabbed the bar, and did a quick pullup and flip to hook her legs over it. As she flipped, she felt her crop top jump upwards, the loose fabric slipping up and nearly exposing her chest.

 _Literally_ exposing; as Undyne felt the fabric rub against her nipples, she debated whether this was a good exercise to do without wearing a bra.

She usually didn’t wear a bra at the gym, and it usually wasn’t a problem; most of her exercises weren’t that… intimate, or would risk revealing anything important. Plus, her boobs weren’t exactly huge in the first place; a lot of the time, bras were just kind of a hindrance without benefit. Not having much to bounce around meant not really needing one of a bra’s functions. Crunches, though, and especially this kind of crunches, might be a bit of a risk…

Undyne looked around. The gym was pretty much empty; most of the regulars had left, and the only people left were a few on the treadmills or cycling machines, far on the other side of the gym from the weightlifting equipment where Undyne hung out.

She licked her lips, fingers drumming on the bar. She rolled her shoulders, feeling her top shift on her torso.

Letting go of the bar, she dropped, hanging by her legs on the bar. Her crop top fell down with her, slipping up a little on her chest but not quite enough to expose anything.

Breathing heavily, Undyne took another quick, slightly nervous, slightly elated look around the gym. “Alright…” she muttered. Hands behind her head, she started doing upside-down crunches on the pullup bar, her shirt flipping up and down with each curl of her body. “One…”

The world flipped right side up, then upside down again with each crunch she did. She counted off with each crunch, her voice getting slowly more strained; “Fifteen… sixteen...seventeen…”

Undyne dropped down again, and across the upside-down gym she spied a white-furred figure that didn’t look like any of the regulars.

“Eighteen… nineteen… twenty...“

Another drop down, and she saw them crossing the gym in her direction.

“Twenty-one… twenty-two… twenty-three…” She pulled herself up one more time. “Twenty-fo-”

When Undyne dropped down again, she was greeted by a wall of white fur in her vision, sticking out from around a purple-and-black sports bra that looked a little small for the chest it was on.

“Hello there, Undyne!”

Looking up past the bra and fur, Undyne saw Toriel’s upside-down smile beaming down at her. “Oh! Heya, Tor!” Undyne relaxed a moment, giving herself a break from the crunches and letting her stomach relax. “What’re you doing here?”

Toriel let out a chuckle. “Well, I decided I ought to get back into good exercise habits. I have been putting off my workout routine quite a bit, recently.”

“Hey, that’s great!” Undyne said, giving Toriel an encouraging inverted grin. “If you need any training or anything, hit me up!” She put her arms behind her head, giving a little gun-show flex.

Toriel laughed again, this time sounding a little distracted. “Hm, yes…”

She looked a little distracted, even though she was staring Undyne right in the face. _That’s not like her,_ Undyne thought. Toriel looked like she was trying to avoid looking at something, but what...

Undyne let her arms drop again, and as she did, a flap of fabric fell almost right in her face. Her crop top.

She realized with an instant flush in her face that her chest was totally exposed. “U-Uh!” She flailed for her crop top, pulling it roughly down (up?) over her chest again. “Uh, sorry, uh…” With one quick motion, Undyne pulled herself up and dismounted the bar. “Uh, sorry. Sorry. I usually, uh, usually _don’t_ , I mean…”

“Undyne, Undyne.” Toriel’s face was a slightly calmer shade of red. “It’s alright, I understand.”

“Uh?” Undyne pulled at her shirt; even though it was already down, she felt as though she had to secure it.

Toriel started to say something, then waved the thought away. “Well, anyway. Good to see you, dear! I suppose I will get to work, then.” She stretched the elastic of her headband out, snapped it back around her temples, and started jogging in place. “I shall see you around, I hope?”

“Yeah! Definitely!” Undyne answered, maybe just a bit too enthusiastically. “Hey, we’ve basically got the gym to ourselves tonight, so don’t be a stranger!”

Toriel smiled again. “I certainly won’t be.” She jogged off, arms moving smartly up and down and feet stepping high.

Undyne would be lying if she said she didn’t watch Toriel as she started her lap of the gym, especially the way her tight yoga pants hugged her wide rear. Or the way her rear itself shook with each exaggerated step.

She’d also be lying if she said that she didn’t have an unconscious hardon in her tight bike shorts.

 

“Twenty-seven… twenty-eight… twenty-nine…”

Undyne’s knees bent in practiced motions as she gripped the barbell laid across her shoulders, each end of it laden with pounds upon pounds of steel. Sweat ran down her arms, muscles taut and rippling under her crop top as she pushed herself to stand straight again.

“Nrrrggghhhhh… Thirty!” With one last push, she brought the bar up and set it back in the rack behind her, panting with satisfied exertion. She stretched, rolled her neck, and wiped the sweat from her brow. _‘Nother set down, okay. What now…_

“Hahh… Hello there, Undyne!”

Once again, Undyne turned and was greeted by Toriel’s chest spilling out of her bra, except this time she didn’t even have the excuse of it being right in her face. She snapped her gaze up before her stare became apparent, however. “Heya, Tor,” she replied, a little out of breath.

She wasn’t the only one; Toriel, still jogging in place, was a little flushed in the face too. She had a small dumbbell in each hand, only a couple pounds, but the way she kept her arms pumping up and down must have made them feel much heavier than they really were. Still, Toriel kept a smile on her face, even if it was a slightly-tired version of her usual gentle one.

Toriel bounced in place a few more seconds, pumped her arms up and down a few more times, and finally slowed to a stop. “Well!” she half-gasped. “I think that’s quite intensity for me today.” She set the dumbbells back on their rack and smiled at Undyne. “I think I’ll just take a little bit easier for the rest of the day. What were you up to, dear?”

“Oh, just some lifting.” Undyne tried to keep her breathlessness out of her voice as she stretched conspicuously again, muscles straining a little as she did. An idea flashed across her brain. “Hey, if you’re not busy, I could use a spotter.”

“Oh!” Toriel put a hand to her mouth in surprise. “Well, alright! I must warn you, though, I’ve never really spotted anyone before…”

“Ah, don’t worry about it! All you gotta do is just like, stand there and make sure I don’t drop anything, heh.” Undyne quickly set to slipping a few extra weights on the dumbbell.

“Well, I shall do my best, then!” Toriel took her position behind Undyne, who set up to do some deadlifts, barbell lying on the mat before her.

Undyne licked her lips, curled and uncurled her fingers, then leaned over and grasped the bar. Bending her knees and squaring her shoulders, she took one deep breath before starting to stand straight up, upper body still locked tight and in perfect form.

“Hnnnn…” Undyne gritted her teeth as she straightened up, held the bar for a moment, and then slowly set it back down, her muscles starting to protest with the effort. The bar hit the floor with a _clang_ , and Undyne let out a relieved breath. She knew it wasn’t really good form to try lifting more than she knew she could do comfortably just to impress someone else, but hey, it all worked out.

“Wow, Undyne! Impressive!” Toriel gave a few short claps from behind Undyne.

Undyne grinned with satisfaction as she squared up to do another. “Yeah, I can usually get around 200 pounds on a good day.” She centered her feet again, giving her butt maybe a little wiggle as she did, and lifted the barbell again, this time with a little less effort. Once she had it up, she stayed there for a little longer than before, letting her shoulders flex. The crop top she wore was loose around her chest, but around the back it dipped low enough to show off her rippling shoulders.

It was because of its low cut in the back that Undyne was able to feel when Toriel reached forward and gently ran a soft paw down her shoulderblades, feeling the sharp definition of Undyne’s back muscles and the sweat making her blue skin shine.

Undyne nearly dropped the barbell in surprise. Her back tensed up even more, a shiver running through her body. Slowly, she set the barbell back down, the feeling of Toriel’s hand on her back still lingering.

“My goodness, Undyne, that’s incredible!” Toriel gushed, not specifying whether she was impressed by Undyne’s lifting or Undyne’s back. “And 300 pounds, you said?”

“Uh, yeah.” Undyne stood back up, uncertain if she should call Toriel out for her spotting form, or lack thereof.

“Wow, that’s rather impressive! I can only lift about 200.”

Undyne blinked, turned, and looked at Toriel. “Uh, you lift?”

Toriel blushed a little, one hand behind her head in minor embarrassment. “Well, I did, for a while. I suppose I have been slipping with it, though…” She dithered for another moment before clapping her hands together. “I suppose… would you mind if I did a rep or two?”

“Uh…” Undyne blinked in surprise a few more times, then stepped aside. “Go ahead.”

“Well, I don’t think I can lift quite as much as you… oh, one minute.” Toriel stepped up to the barbell, slid a couple of the weights off, and prepared herself behind the barbell. “Now then…”

Toriel bent down, grasped the bar, and took a deep breath. Undyne stood back, unsure whether she should get closer to spot Toriel.

A few moments later, she realized she shouldn’t have worried.

With a practiced, swift motion, Toriel straightened her legs, standing up with the barbell in her hands. Her legs tensed, her tight yoga pants seeming to hug her thighs even tighter, her usually-jiggly rear firm beneath the tight fabric.

Undyne didn’t even try to keep from staring this time.

Toriel grunted, and with a curl of her arms, she brought it up from her hips to her chest, straining only a little with the effort.

Undyne’s jaw almost dropped. Toriel’s form maybe left something to be desired, but she clearly had the strength to back it up. Under her layer of chub, her muscles were flexed taut, easily lifting the barbell to her chest.

And she still wasn’t done. With one last effort, Toriel brought the bar even higher, lifting the barbell over her head without even a grunt of effort. She held it there a moment, then dropped it back to the mat where it landed with a floor-shaking thud.

Undyne began to wonder if her earlier exhaustion was just an act.

Toriel wiped her brow again and smiled at Undyne. “Well, I suppose I’m a bit out of practice,” she chuckled, abashed.

“No, not at all!” Undyne blurted out. “I mean, maybe you need to work on your form a bit, but you’re… super strong! Wow!” Undyne blushed a little at the word vomit coming from her mouth. “Uh… well, anyway, I was gonna do some bench presses next.”

“Excellent! If you don’t mind, I shall spot you again.”

“Yeah, sure!”

After adjusting the weights again, Undyne laid down the bench, barbell in the rack above her. As her back touched the cool cushion, she tried to forget about Toriel’s hand running gently down it.

She closed her eyes, took a deep breath, then reached up and gripped the barbell. _Okay._

When Undyne opened her eyes again, she was once again greeted with Toriel’s boobs.

“I stand over here to spot, yes?” Toriel inquired, standing behind Undyne at the head of the bench.

“Uh, yeah.”

 _Maybe not that close, though_ , Undyne almost said. Toriel was close enough that her yoga-pants-clad thighs nearly sandwiched Undyne’s head, and Toriel practically had to lean over to look Undyne in the eye with her boobs in the way.

For the last time, Undyne tried to put the thought of Toriel’s boobs, Toriel’s thighs, Toriel’s body so close to her. She drummed her fingers on the bar above her one more time before tightening her grip and lifting it off the rack.

The barbell dropped down, Undyne catching and holding it as it went, muscles straining, sweat shining on her biceps. With a grunt, she lifted the barbell, arms stretching out straight in front of her. “One…”

As she lifted the barbell to it’s maximum height, Toriel’s hand slid beneath hers, hovering just underneath them. “Careful now, Undyne,” she warned.

 _Well, at least her form is better now,_ Undyne admitted as she slowly lowered the barbell down to her chest. Toriel’s hands ghosted hers as the bar went down, until they were resting next to Undyne’s shoulders.

Undyne took another glance back at Toriel.

Toriel wasn’t looking at Undyne. Well, she was, but not at Undyne’s face; Toriel was very clearly looking at the rest of Undyne’s body. Undyne wore a crop top that fit fairly snugly around her upper body, but cut off just above her stomach. A pair of bike shorts wrapped around her hips, black and blue that accentuated her skin and showed off her thighs.

As Undyne lay there with the barbell across her chest, she felt her body heat up in a way that felt different from the sweat she worked up while exercising.

She especially felt the heat rising in her tight, short shorts.

Undyne let out a little cough, and Toriel looked back down to her face. “Oh, sorry dear!” Toriel crouched a little, moving her hands almost right into contact with Undyne’s. “Ready when you are!”

There wasn’t much she could do with hundreds of pounds on her chest, so Undyne just lifted the bar again, Toriel’s hands floating just beneath hers. As she straightened out her arms again, the weight hovering above her, she felt Toriel’s gaze slide back down her body; over her stomach with its six-pack of abs, over her toned thighs, over her straining arms, and onto her chest in its loose crop top.

After what felt like an eternity, Undyne lowered the weight again, Toriel’s hands still following hers. It felt like she was following a little closer now, soft hands practically touching Undyne’s.

The barbell rested on her chest again, and Undyne looked back up at Toriel. She looked back down, smiling, seemingly innocent of her earlier ogling of Undyne.

 _Fine, then,_ Undyne thought. As she lifted the barbell once again, and felt Toriel start appreciating her body once again, she leaned her head back and took a look at Toriel herself.

The barbell reached its apex and Undyne held it there as she looked Toriel over; her chest practically spilling out of the too-small sports bra, her white fur and belly poking out from the snug waistband of her yoga pants, the way her pants stretched around her thighs…

As Undyne’s eyes slid down to Toriel’s black yoga pants, they suddenly stopped, right at her ample thighs beneath the black fabric. Toriel’s legs were a little far apart, feet even wider than shoulder width. If it were anyone else, Undyne would be chastising her form.

Toriel’s form was the last thing on her mind as Undyne looked at the way Toriel’s yoga pants hugged tight to her hips, tight to her thighs, and most notably, tight around her crotch. Up so close, Undyne could see a distinct cameltoe at Toriel’s crotch, the fabric so tight Undyne could almost imagine it would become see-through if stretched too much.

And as Undyne began to lower her arms again, Toriel squatting to stay with her, that’s almost what happened. As Toriel bent her legs, she spread them just a little bit, thighs moving apart as they dropped even closer to Undyne’s face.

The weight rested one more time on Undyne’s chest, and her face was nearly touching Toriel’s crotch. She could smell the sweat coming off her legs, feel the warmth emanating from her body.

Her breath blowing right between Toriel’s thighs, Undyne realized something; Toriel very clearly wasn’t wearing underwear. The tightness of her pants left little to the imagination, and as Undyne lay there, her breath nearly tickling Toriel’s crotch, she could swear she saw a hint of dampness on the fabric, darker than the rest surrounding it, clearly not from her sweat.

She remembered what Toriel had started to say earlier, when she’d gotten a glimpse of Undyne’s chest.

_It’s alright, I understand._

“Undyne? Undyne!”

She also realized she had a very serious stiffie.

“Are you well?” Undyne felt Toriel’s hands lifting beneath hers, and realized she’d been resting the barbell on her chest and staring at Toriel’s crotch for a little bit too long.

“Uh! Yeah, fine, fine.” Undyne lifted the barbell up and set it back in the rack. She sat up quickly, using the half-second while her back was to Toriel to desperately adjust her waistband, making the obvious tent in her pants a little less obvious.

Dick adjusted, Undyne sighed and stood up. “Yeah, I think that’s enough lifting for today.” She stretched out the ache in her shoulders, turning to face Toriel. “Uh… what were you gonna do?”

“Well…” Toriel put a hand to her chin as a slightly-less-than-innocent smile appeared on her face. “Actually, I was going to do some yoga. Would you care to join me?”

Not even caring that Undyne was still facing her, Toriel’s eyes ran one more circuit over her sweaty body. “I mean, if you don’t feel up to it, I would completely understand…”

Undyne returned her gaze; over Toriel’s heavy chest, thick thighs, the sweaty, slightly flushed expression on her face, not caring that she was just straight-up ogling her.

“Sure, I’d be down.”

 

A few minutes later, in one of the more private practice rooms off the main gym floor, Undyne was regretting her decision. Standing on one leg, the other held up behind her by one arm and the other arm held out in front of her, the yoga Toriel had suggested was seeming less and less sexy by the second.

She looked in the mirror covering the whole wall. Next to Toriel, who was the picture of grace and poise, Undyne looked like a stiff scarecrow that was one hot, dry day away from becoming kindling.

“And hold… hold… hold…” said Toriel calmly, holding the same pose next to Undyne with much more comfort. “And… release.” Toriel’s arm and leg lowered gracefully and smoothly, while Undyne just dropped her limbs like a ton of bricks, restless in the pose.

Toriel smiled. “Most invigorating, don’t you think?”

“Uh, yeah…” Undyne mumbled. She shook her arm, trying to get the blood flowing again. It obviously wasn’t that she was out of shape for this or anything, it was just she wasn’t used to… not moving so much. It got her restless.

“Now, next pose…” Toriel looked at her phone. “Hmm… Undyne, could I have a hand with this one?” Toriel beckoned Undyne over, showing her the picture on her phone. “I think I might have a little trouble doing this one on my own.”

Undyne looked at the phone. Depicted was a silhouette of a woman lying on her back - her upper back. Her lower back was up in the air, legs pointing almost straight up. Her arms lay out behind her, propping her up.

It looked incredibly uncomfortable to Undyne.

Toriel dithered with the phone in her hand. “I think that I could hold myself up, but I don’t know if I could balance well enough to get there…Do you think you could give me a hand starting?”

“Yeah, sure.” As Toriel laid out on her back, Undyne took hold of her legs, lifting until she was close to the correct position.

“And… hold there, please!” Toriel propped her arms out behind her. “There we go. Do you mind staying there for a moment, dear?”

“Yeah, sure…” Undyne said distractedly. She gripped Toriel’s calves; in this position, not only was Toriel’s rear just about at her waist level, but her hands were dangerously close to Toriel’s thighs.

“And hold…” Toriel said as she lay there, breathing steadily. “Hold…”

Undyne adjusted her grip, her hands not-so-sneakily sliding down Toriel’s legs.

“And hold…”

Undyne held Toriel’s thighs, feeling the smooth texture of her yoga pants and the warmth of her body.

“And hold……….”

 _Fuck it,_ Undyne thought. She slid her hands a bit lower until they were right on Toriel’s ass, just beneath the waistband of her yoga pants. Toriel’s legs barely wavered as Undyne stopped holding them up; once again, Undyne wondered if Toriel’s exhaustion earlier was an act, and if she actually needed her help here.

The thought slipped out of her mind quickly, however, as she felt Toriel’s ass through the sheer fabric of her pants. Put bluntly, her ass was huge; the yoga pants held it in just barely, stretching to contain her butt. Right over the waistband, her stomach was equally wide, but it only made it more apparent how chubby and wonderfully shaped Toriel’s ass was.

Undyne risked a squeeze, feeling her fingers sink into the fat of Toriel’s rear. _Wow._ She slid her hands to Toriel’s hips and gave her butt a little jiggle. _Jeez, she’s even bigger than Al,_ she thought absently.

“And…”

Suddenly, Toriel spread her legs, and instead of appreciating her ass, Undyne was looking right down into her smiling face. “And, hello!”

Undyne realized she was practically groping the older woman’s ass. Her options were either keep doing it or drop Toriel like a bag of groceries, neither of which were ideal.

After staring down Toriel for another few seconds, she smiled, a little awkwardly, and gave her ass another firm squeeze.

“And… release,” Toriel chuckled.

It took Undyne a moment to process what she’d said. Finally, she let Toriel’s legs slowly down until she was lying on her back, still smiling her knowing smile at Undyne.

Toriel sat up, stretching a little. “Well, that was surprisingly comfortable!” She flashed a look at Undyne. “I must say, I think it really did help with my blood flow in my legs.” She started to stand and indicated the mat. “Now, I would be happy to return the favor, if you like…”

Undyne was down on the mat before Toriel could even get fully to her feet, on her back and already trying to lift her legs. She was a little surprised to find it was actually pretty difficult; even with her arms propped behind her to lift herself, she had trouble balancing.

Finally, with considerable effort, Undyne had her legs pointed almost straight up with her arms down supporting her. “There!” she said triumphantly, even as she wobbled a little.

“Oh my!” From where she faced up at the ceiling, Toriel looked down at Undyne, impressed. Undyne grinned up at her, a little smugly. “Well, I suppose you don’t need my help, then?”

Undyne blinked, realization and then embarrassment crossing her face. “Uh… I, uh, think I might need some help balancing.” As if to underscore her point, her legs wobbled in the air.

“Alright, then!” Toriel crossed behind Undyne, going out of her view. She felt Toriel’s paws wrap around her ankles, supporting her legs. Undyne was able to relax a bit, the tension in her body lowering.

“And, hold…” Toriel said, her voice calm.

Undyne held. For about five seconds, before she started to feel antsy. It wasn’t just her usual restlessness; it was that after she had been practically groping Toriel’s ass, she felt a little let down that she wasn’t doing the same.

“And, hold…” Toriel said, her hands still just around Undyne’s ankles, grip soft but secure.

Undyne’s blood was flowing right to her head, making her feel a little woozy.

“And, how about… a little further,” Toriel said.

The words cut through the haze building in Undyne’s head. Before she could react, Toriel lifted her legs just a little higher, her back tilting just a little further.

Undyne’s crop top slid a little further up her torso, and before she could regret her lack of a bra, slid off her chest, flipped up over her face, and blinded her. The air on her sweaty chest felt cool and relieving, but Undyne was too busy sputtering through a faceful of shirt to notice.

She couldn’t move her arms, or she’d basically collapse on top of Toriel. Undyne shook her head, half-biting at her crop top, trying to get it off her face.

Finally, she spat out a short, sharp breath, blowing the fabric away. It rested under her chin, and with her face red and huffing, Undyne could see again.

From up above, between her legs, Toriel peered down at her, smiling.

“And…” she said again, giggling, “Hello!”

Undyne grinned as confidently as she could. “Uh, enjoying the view?”

“Hm,” Toriel mused. “It is quite the view, yes.” One hand still on Undyne’s leg, Toriel reached down for Undyne’s shirt. “Here, allow me.”

Her hand touched down much higher than the hem of Undyne’s shirt, right on her toned stomach, a light touch that made Undyne draw a sharp breath. Her soft hand moved over her abs, towards her chest, under her boobs, nearly cupping one in her hand…

And sliding right past her smaller breasts, Toriel neatly grabbed Undyne’s crop top and pulled it over.

“There we go,” Toriel said. “And… release.”

Toriel set Undyne’s legs down, and for a moment, Undyne just lay there, staring up at the ceiling, her entire body feeling hot with Toriel’s touch, hotter than it had even with her earlier intense workout. Her boner was obvious now, poking against the waistband of her shorts.

Once again, Toriel looked down at her, her too-small bra stretched on her chest, breasts looking tantalizing and welcoming.

“Undyne? Are you well?”

Undyne nodded. _I am,_ she thought, _much better than well._

She sat up, not even bothering to adjust her boner this time. “Uh, T-”

“Oh! I just remembered something!” Toriel clapped her hands together, a spark flashing into her eyes. “There was one more thing I wanted to try out, and I wouldn’t mind if you did it too…” She dithered a moment, smiling.

“It’s… well, nude yoga.”

“I’m in.” Undyne’s reply barely took a second.

“Oh!” Toriel blinked, a little taken aback. “Are you sure, dear? I mean, I wouldn’t want to pressure you into anything…”

Undyne responded by pulling her crop top up and over her head before flinging it carelessly off to the side, finally baring her torso. Her breasts were far smaller than Toriel’s; little mangoes to her watermelons, Undyne’s skinnier torso only highlighting the divide.

“Oh! Well, then.” Toriel smiled. “I suppose we shall get started.”

She turned away from Undyne as she started undressing, and suddenly the enthusiasm that had propelled Undyne to this point slipped, replaced with a shade of self-consciousness. She watched as Toriel slipped her bra off and pulled it over her head, her boobs lifting and then flopping back down. Even from behind, she could see her boobs slide gently out of her bra, each one sagging off to the side a little.

Undyne covered her own chest, feeling a bit of envy even as she tried to sneak a peek. _God, they’re probably bigger than Alphys’... not as firm, but… shit._ Undyne’s eyes hungrily took in Toriel’s figure; full and round, with a bit of stomach flab that sat in comfortable rolls over her wide hips and butt. Her arms were surprisingly thick, and Undyne caught herself wondering how they might feel wrapped around her, pulling her close to Toriel’s warm body.

“Ahem… Undyne?” Still facing away from her, Toriel’s voice sounded like she was half-laughing. “Pants too, I believe.”

Undyne looked up, glanced past Toriel, and saw that she was watching her in the wall-length mirror ahead, a humorous smile on her face.

“Caught you looking,” Toriel said cheekily, and winked at Undyne in the mirror. As Undyne watched, Toriel hooked her fingers in the waistband of her yoga pants and began pulling them slowly, teasingly down, her chubby rear squeezing out of them.

Undyne followed suit, watching Toriel’s ass spill out of her pants as she pulled the tight garment down. After a few seconds, she could confirm; no, Toriel definitely wasn’t wearing underwear. The confirmation of what she already knew made her dick twitch a little in her pants.

Speaking of which…Not wanting to be outdone, Undyne grabbed the waistband of her bike shorts and yanked them down. She may not have been wearing a bra, but she wasn’t so exhibitionist as to go commando; contrasting Alphys’ cutesy, colorful underwear, Undyne just had a simple pair of gray boxer briefs, clinging snugly to her hips.

They weren’t entirely gray, though; a stain on the front colored them a darker, wet gray, right where her bulge pushed against the fabric.

Undyne flung her shorts in the same general direction as her top, but hesitated as her underwear a moment. She rubbed her thighs together and felt the sticky wetness of her precum beneath her shorts, a bead of it even leaking through.

“Whenever you’re ready, dear,” Toriel said in a singsong voice. She was already fully nude, in repose on the mat. As Undyne watched, she lifted herself up on her arms, back stretching while her legs stayed flat on the floor.

Undyne grit her teeth and nearly ripped her underwear off, a few beads of precum flicking off her dick as it popped out into open air. She let out a hiss of relief, her skin feeling much cooler in the open air. Grabbing her mat, she dragged it purposefully over next to Toriel’s and slapped it down.

Toriel seemed unperturbed by her dramatic entrance. She released the pose she was in, lying flat on her stomach for a moment before sitting up. “Now, why don’t we get started?” she said, smiling at Undyne while her eyes ran blatantly over her freshly exposed body.

“Gladly!” Undyne said with a sharp, set smile. She sat down on her mat, crosslegged, her dick poking straight up.

Toriel chuckled. “Well, someone’s… eager,” she said with a pointed look down between Undyne’s legs. She rolled over and lay on her back. “Now, shall we start with a bridge pose?”

Undyne didn’t know the pose off the top of her head, but she followed Toriel’s lead, lying on her back while watching how Toriel moved. If she was being honest, she was also just taking the chance to look at Toriel; her eyes roaming up and down her body. Undyne watched as Toriel’s breasts drooped off either side of her chest, their weight making them sag down and then towards Toriel’s face as she lifted her hips and balanced on her upper back.

She followed Toriel’s lead, raising her hips, dick resting on her waist. A bit of pre dribbled from her dick, running down her stomach in a slow trickle.

Undyne felt the heat of Toriel’s stare again, running up and down her body. She glanced to the side to see Toriel ogling her again, and felt her dick under her gaze. As it did so, Toriel’s eyes landed on her dick, and as she stared, Undyne saw Toriel slowly, calculatingly open her mouth just a little bit, her tongue slipping out and running across her lips with an expression of blissful hunger on her face.

Undyne shifted her hips, raised them a little more, then flexed her dick, giving it a cheeky little bounce. Still holding the pose, she let out a pompous cough, snapping Toriel from her stare. “Caught you looking,” she said smugly.

This time, it was Toriel’s turn to go a little red. “W-Well…”

“And…” Undyne said, savoring the words, “release.” She slowly lowered her hips to the floor, Toriel following suit a moment later. Undyne rolled over onto her side, leaning on one arm. “So, any other poses you wanted to try, Tor?”

It was a challenge, and Toriel readily accepted it. “Well, how about this?” Standing, she balanced on one leg, the other pointing off to the side. Pointing one arm forward and the other back, Toriel slowly bent at the waist, tipping forward until her hand touched the ground, her other arm pointed straight up and her leg angled skyward.

She clearly had picked the pose for a reason; it showed everything. With her legs spread, the fur around Toriel’s groin parted just enough to show a hint of pink flesh. Her boobs swayed freely from her chest, hanging heavy and full beneath her.

“Now, your turn,” Toriel said, slightly breathlessly from her position.

Undyne stood, tapped a finger to her chin, then shook her head. “Toriel, Toriel, Toriel. Tor. C’mon, your form needs some work, now.”

“Hm? Undyne, I assure you, I-”

“Nope!” Undyne threw up a hand, silencing Toriel. “Here, let me.”

Before Toriel could respond, Undyne strode confidently over to Toriel’s mat. “You can raise your leg a little more, I think. And your arms aren’t quite straight.”

Without waiting, Undyne gripped Toriel’s leg, lifting it a little bit. “Like… this.” Her hand slid down her inner thigh, making Toriel stiffen involuntarily in response.

Undyne _tsk_ ed. “Come on, Tori, you’re supposed to be relaxed!” Even as she said it, her hand slid even further down Toriel’s leg, closer and closer to her crotch, while Undyne ran another hand over Toriel’s back. “You’re stiff as a board, you’ve got to loosen up!”

Toriel wasn’t the only stiff one; from where she stood in her pose, Toriel had her face almost touching Undyne’s dick, erect and throbbing and leaking a thick bead of precum. And Undyne’s hands kept running confidently over her body, nudging her here and there to “correct her form,” while Toriel could only hold her pose, shudders of need passing through her body every time Undyne’s hands wandered near to her now-dripping snatch and her sensitive breasts.

“Hmmm…” Undyne muttered. “Y’know, I think this isn’t really working…” She lifted her hands off Toriel, but not before sliding one down her leg until it was just shy of her wet pussy. Toriel shivered again, this time with longing, but she kept holding her stance.

Undyne rubbed her chin again, and then snapped her fingers. “Y’know what, let’s try another stance.”

Toriel gratefully released her pose, arms and legs going down as she tilted back upwards. “Did… you have something in mind, dear?” she said, a little out of breath.

With a sharp smile and a few lightning-quick steps, Undyne was standing behind Toriel. “Juuuuust follow my lead,” she said, right in Toriel’s ear. She was standing incredibly close, so close that Toriel could feel the warmth of her scales, and especially the warmth of her dick oh-so-close to her ass.

Hands easily but firmly sliding over Toriel’s, Undyne lifted her arms, guiding Toriel’s motions. “Now, just widen your stance…”

_Spread your legs._

“Lean this way…”

_Bend over._

“And hold up your arms like this.”

_Take it._

Undyne guided Toriel into the pose; arms held up, torso tilted to the side, legs apart and angled. It was a simple pose; one Toriel could do herself easily, one she’d done many times.

Never with someone else so intimately close, however. Undyne’s body was pressed against Toriel’s, her small breasts rubbing on her back through her fur. Toriel could feel the hardness of Undyne’s nipples poking her in the back, and more noticeably, the hot, wet hardness of her dick rubbing against and between her asscheeks.

“Now, we just…” Undyne shifted a little, her dick rubbing up on Toriel again. “Hold…”

Toriel’s breath came short and hot. Her heat ached with Undyne’s dick so close, wanting and wet. She could feel the sweaty heat, the girth of Undyne’s dick on her ass, fitting so perfectly there,

“And hold…”

Undyne was taking extreme pleasure in having taking the lead; Toriel’s ass felt wonderfully soft on her dick, enveloping her in its soft, plush warmth. She yearned to lower her hips, angle her dick correctly, and _push_ , but she held back, even as she felt a trickle of wet warmth from between Toriel’s legs.

“And hold……..”

Toriel’s head was going hazy with the warmth of their bodies together. She was wanting, hungry, _soaked_ , ready for Undyne…

“And, release.”

Undyne let go of Toriel’s arms and stepped back, her dick taking an extra moment to unstick itself. Toriel faltered in the pose a moment, then not-so-gracefully returned to standing position.

“Alright, good work today!” Undyne’s voice was cheery, peppy, and free of it’s earlier sultry tones. “Worked up a good sweat, huh, Tor?”

Toriel breathed heavily, her hips still shivering, aching, and wanting. “Indeed…”

“Y’know…” Undyne rocked back and forth on her heels, hands behind her back, innocent expression on her face. “If you wanted to wind down, there’s a sauna here, too. I never really use it, but hey, if you were down…”

Undyne slid a hand down her waist, unsubtly cupping her ass and drawing attention to her still-erect dick.

Toriel smiled, looking Undyne right in the eye. “Sounds wonderful.”

 

At least in the sauna, it was easier to hide blushing and sweat.

The two sat in the small wooden room, steam rising around and off of them. The heat wasn’t turned up all the way, but it was still hot enough to get both of them sweating. After the intimate yoga session, neither had bothered putting on towels or cover up.

But still, they both sat seperate on the wooden benches, sweating in the steam, neither willing to break first.

Undyne sat sprawled out on the bench, legs apart, arms thrown casually over the back of the seat. Her dick lay back on her stomach, still hard, sweat running down her shaft. She’d let her hair down upon entering the sauna, letting it spill down her shoulders and rest on her chest.

The bench was in an L shape; as Undyne sat on the short end, Toriel lay on the longer side. She was sprawled out on her stomach, breasts squished out to the sides beneath her. The steam did wonders for her fur, making it looks softer and almost radiant, but Undyne was paying more attention to her ass, which Toriel would shake every once in awhile under the guise of getting more comfortable on the bench.

For a while, both just waited on the benches, both wanting it but neither wanting to say it first.

Finally, Toriel rolled onto her side, an indulgent sigh slipping out of her. “Nnngh… Oh, Undyne?”

Undyne perked up while also trying not to look like she was perking up. Toriel propped herself up on one arm, stretching her back. “I was hoping the heat would do for it, but my back is still a little stiff…” She stretched again, sighed, and then lay back down on her stomach. “I hate to impose, but would you mind giving me a little, ah, massage?”

Shifting on the wooden bench again, Toriel gave a not-too-subtle wiggle of her ass. “Of course, I’d be happy to return the favor…” She lay down on her arms, waiting calmly, expecting Undyne to take the bait and just jump on her.

Instead, she felt Undyne’s hands rest gently but surely on her lower back. “No prob, Tori.” The bench was wide enough for Undyne to practically straddle Toriel, which she did with pleasure. She kept her distance, though, keeping her hips high and her dick well away from Toriel’s ass.

It wasn’t easy. As Undyne slowly kneaded her back, she resisted the urge to move her hands lower, down to Toriel’s invitingly soft rear. She took it as slow as she could, kneading Toriel’s back firmly and confidently. The closest she got to her rear was running her hands down and around Toriel’s hips, hands just above her chubby ass.

Toriel breathed heavily as she felt Undyne confidently massage her back, strong hands going up and down and kneading the muscles beneath her chub. She bit her lip, almost sensing Undyne’s erect dick behind her, just barely holding back from pushing her rear up and back, longing to feel the hard, throbbing heat of her dick against her own heat once again.

Undyne’s hands released her back. Toriel sighed - half in pleasure, half in disappointment. “Ah, thank you, Un-”

Toriel’s thanks were cut off by a small gasp as she felt Undyne’s hands grasp her thighs firmly. “Feels like you’ve still got some serious stiffness down here, Tor. Lemme get that for ya,” Undyne said cheerily, her hands working up and down Toriel’s legs.

“Ah, oh, thank you, dear,” Toriel muttered, Undyne’s strong grip on her legs even more arousing than on her back. Undyne started on her thighs, hands so close to Toriel’s ass and her now-dripping pussy, and began working their way down, further and further from her wanting snatch. Undyne reached her paws, fingers pressing gently on her pads and working their way between her toes.

An involuntary giggle bubbled out of Toriel’s mouth. Undyne looked up from her massage, a half-suppressed grin on her face. “Ticklish?” she said evilly.

Toriel kicked back at her with her free foot, suppressing another giggle. “Don’t you dare!”

Undyne released her foot. “Well, I’m about done anyway.” Her hands went back to Toriel’s legs, kneading her calves, rubbing the back of her knees, and finally squeezing her thighs again, fingers sinking into the meat of her legs.

Toriel felt Undyne’s hands on her thighs again, and her breathing hitched up again. Undyne’s hands seemed to linger there awhile longer, gently feeling up her thighs, caressing the fat just beneath her ass, hands slipping towards her inner thighs.

Toriel was soaked. She could feel her pussy clench with need every time Undyne’s strong fingers slid just a little too close to it. Any closer, and Undyne would be getting wet herself. She was turning into putty in the younger girl’s hands.

Undyne’s hands slid up and around Toriel’s waist again, back down to her thighs, in between them…

Undyne felt the wetness on Toriel’s legs, could feel the heat coming from her crotch, and smiled. “Looks like you’ve got some stiffness here too, T-”

Before she could finish, Toriel pushed herself up, and rolled over, Undyne’s fingers slipping out from between her legs.

“Th-thank you for that, dear,” she said, obviously aroused, obviously horny, obviously wanting Undyne’s fingers more than anything else.

But she held back. Toriel had rolled over, exposing her front to Undyne, propping herself up on one arm. From this angle, Undyne could really see how wet and ready Toriel’s pussy was, her hips still shaking from Undyne’s touch.

Before Undyne could do anything, she felt a soft touch on her dick, pushing her back into the bench’s corner. Toriel’s paw alighted on her dick, her pads smooth and incredibly soft.

“Now…” Toriel said, her breath coming back, “If you don’t mind, I would like to return the favor.”

Undyne gasped as Toriel’s paw began running up and down her shaft, toes cradling the head of her dick. “And you clearly have a lot of tension built up, as well.”

With that, Toriel started stroking Undyne’s dick with her foot, feeling her sweat and precum run between her toes. Undyne was pinned against the bench as Toriel gently stroked her dick. She bit her lip, suppressing a moan.

“Now, now, Undyne…” Toriel said reproachfully. “No need to hold it in.”

She shifted on the bench so she could get both her feet up against Undyne’s dick, and as Toriel lay back on the bench she redoubled her efforts, both pawed feet covering Undyne’s shaft as they ran up and down.

This time, Undyne failed to hold it in, and a erotic, gasping moan bubbled out of her. She leaned back against the bench, gripping the back of her seat as Toriel kept stroking her dick, the soft pads of her paws gliding easily over the slick skin of her dick. Toriel had big feet, and while Undyne didn’t exactly lack for size, her dick still was smothered in Toriel’s paws.

“Nnnghh…” Undyne moaned, the warmth and pure softness of Toriel’s paws overwhelming.

“Just hold on, dear…” Toriel said, almost as breathless as Undyne was. Her hands had slid down to her crotch, slipping into the folds of her pussy as she stroked Undyne’s dick in time, feeling her length and girth in between the pads of her feet. She wasn’t as big as Alphys - a little less thick, a little less long - but Undyne’s dick felt hard as steel between her paws, throbbing and hot.

Another stuttering gasp forced its way out of Undyne’s mouth, and she nearly drew blood biting her lip. Her dick twitched again between Toriel’s paws, her pre flowing freely from the tip of her dick, sticking to the pads of Toriel’s paws.

“Almost…” Toriel said breathlessly, her fingers deep inside herself, curling within to touch every deep part of her.

“Nggh!” Undyne moaned again, her fingers tightening on the wooden slats of the bench. She could feel it coming up, deep inside her; the tightening feeling of her whole lower body, the wonderful tension sending stars across her vision.

Toriel felt herself close too. Fingers working hard inside her, she felt her wet folds begin to tighten around them…

Undyne broke first, but not how Toriel had hoped.

She let out one last moan, this one more aggressive than pleasureful. Pushing off the bench, Undyne grabbed Toriel’s calves, pulling her legs apart and jerking her still-sticky feet off her dick. Toriel looked up in surprise, fingers pulling out of her wet snatch, but before she could even protest, Undyne had launched herself forward until she was right on top of Toriel, breathing heavily, a manic look in her eyes.

“Now, Undy-” Toriel started.

She didn’t get any further before Undyne decisively lined her dick up with her spread-wide folds and rammed her hips forward, shoving balls-deep within Toriel’s warm, wet, and wonderfully satisfying heat with a wet, obscene _slap._

Toriel gasped, her legs instinctively wrapping around Undyne as her single rough thrust put her over the edge. Her back arched as she came, her pussy coiling around Undyne’s dick, molding to the shape of her rock-hard erection.

The sudden warmth, wetness, and tightness was too much for Undyne as well, and as Toriel pulled her close, she came alongside her, warm cum boiling out of her dick and pumping deep inside Toriel’s womb.

Toriel sighed, legs still shivering, as she felt Undyne’s cum flow into her. Her hips relaxed a little, breath slowly coming back to her. “Well, d-”

Before she could say anything, Undyne reached down, took a firm hold of her ass, and roughly shoved her hips forward again, driving all the breath out of Toriel’s body once more. She gasped, looked to Undyne, and saw her sharp, if very flushed, grin.

Undyne dug her fingers into Toriel’s rear, lifting her limp hips with ease. “We're just getting started, Tor.”

With that, she pulled her hips back and started thrusting, her dick pistoning in and out of Toriel’s twitching snatch. She was making up for her smaller size with unyielding stamina and energy.

And it was working. Her ass gripped tight in Undyne's hands and the tingling of her orgasm still numbing her lower body, Toriel felt like she was flying, in intense bursts of weightlessness. Her snatch was overflowing with her juices, mixing with her sweat, Undyne’s sweat, the steam of the sauna, Undyne’s cum…

Undyne’s dick twitched inside Toriel’s cunt again, and she let out a little grunt. One hand still securely on Toriel’s ass, she wrapped the other around her back, pulling her upright and into her lap. She bounced Toriel in her lap a few more times, her ass jiggling as she went up and down, and with one last thrust upward, she came again, another load just as thick as the first spraying, filling, and overflowing from Toriel’s pussy.

Toriel felt the warmth of Undyne’s cum flow into her again, and her hips shivered in ecstasy, every inch of her wonderfully full. She still felt raw and sensitive from her orgasm, every little movement of her hips drawing another gasp of pleasure from her.

Beneath her, barely stopping to rest, Undyne started moving her hips again, insistently pumping up into Toriel’s already-full pussy. Somehow, she was still hard, horny, and ready to go.

Undyne wrapped her arms around Toriel’s torso, holding her close, grinding her hips beneath her, ready to go another round. She wasn’t going to stop until Toriel was ready to _beg_ for-

Before Undyne could make her beg for anything, Toriel put both hands on Undyne’s chest and pushed, laying Undyne out flat on the bench and pulling her arms away from hugging Toriel’s chubby torso. The strength in her arms almost surprised Undyne; even after seeing her lift, it was still a shock _feeling_ the older woman’s strength. After pushing her down, Toriel got herself comfortable, legs back and pinning Undyne’s, both hands running up Undyne’s abs and cupping her breasts gently.

“I think you’ve done quite enough now, dear,” Toriel said, still breathless. “Now…” Her hands crept upwards, running over Undyne’s sensitive breasts. Undyne’s breathing quickened just at her soft touch, and when Toriel suddenly pinched both her nipples, rubbing the hard nubs between her fingers, Undyne gasped, her back arching like she’d been electrocuted, and it felt like she had been.

Slowly, Toriel raised her hips, Undyne’s dick pulling slowly out of her snatch. It went a lot slower than usual - still rock hard, Toriel’s pussy had tightened around it and molded to its shape, and every inch that slid out felt like removing a part of herself. Finally, Undyne’s erect dick popped out of Toriel’s snatch, and was immediately followed by a flow of her cum, thick and warm.

Toriel sighed with pleasure, her hips shivering a little at the state of her flooded, pounded, used pussy. Feeling the force pinning her down weaken a little, Undyne tried pushing her hips up again, trying to get her dick back inside Toriel’s inviting warmth.

“Ah ah ah! No… you… don’t!” Toriel said cheekily, dropping her hips again so that the shaft of Undyne’s dick was rubbing against her slit. She moved her hips back and forth, still squeezing Undyne’s nipples and turning her into a moaning, gasping mess beneath her.

Undyne’s body quivered as Toriel’s hot, wet slit moved back and forth on top of her, her heavy breathing making mist in the hot, steamy air. She could barely move for the waves of pleasure rolling over her body; for all her tough talk and the way she’d charged into this, she was finding it nearly impossible to keep up.

Finally, Toriel stopped her smooth, rhythmic motions, slid her hands off Undyne’s breasts and back down her torso, and lifted her hips, letting Undyne’s dick lift itself off her stomach. It was painfully hard now, throbbing, twitching, hot.

Toriel rested her hands on Undyne’s hips, lowering hers until Undyne’s dick was just touching her wet slit. Feeling the Toriel’s heat right on the tip of her dick, Undyne tried again to thrust upwards, desperate to feel her warmth wrapping around her dick again, but Toriel kept her pinned down. Frustrated, Undyne grabbed for Toriel’s hips, but her hands were caught and pinned to the bench beneath her.

“No you don’t dear,” Toriel chastised her with a smirk. It was her turn to set the pace, and Toriel did so with pleasure, slowly sliding down on Undyne’s dick. She sighed contentedly, feeling every hard inch of Undyne’s dick fit so securely inside her until Undyne’s dick was fully enveloped in her heat. She slowly gyrated her hips, feeling Undyne’s dick grind around inside her.

“Nnnnn…” Undyne moaned. She didn’t have anything else to say; the feeling of Toriel’s warm, tight snatch enveloping her was slowly driving the coherence from her thoughts, and with her arms and legs pinned firmly down she could do little more than squirm beneath Toriel’s soft, sweaty weight, her fur tickling Undyne’s skin. It was torturous to feel Toriel move back and forth ever so slowly, keeping Undyne trapped in her warm folds but moving not moving enough to bring her to orgasm.

After letting Undyne moan and whine underneath a while longer, Toriel finally began moving faster, bouncing her hips up and down. She was still moving slowly, but the slow pistoning motion felt incredible to Undyne after the achingly slow grinding. Undyne kept trying to move her hips in time with Toriel’s, but it felt like her strength was running out slowly as Toriel began to speed up.

And speed up she did; leaning forward over Undyne, Toriel began to really work her hips, butt jiggling and slapping on Undyne’s hips, a satisfied moan escaping her lips. She shook her ass side to side as she moved up and down, enjoying Undyne’s dick that was still amazingly hot, hard, and twitching. Her chest hung down in Undyne’s face, and as she sped up more and more, practically smothered Undyne under the weight of her breasts.

Undyne was losing it. Her eagerness had given way to desperate struggling which had now given to squirming submission, her sweaty muscles relaxing under Toriel’s soft, inviting body. Everything went fuzzy but the feeling of Toriel’s strong arms and legs pinning hers, the weight of her soft, warm, sweaty body pressing Undyne into the bench, and the wet, meaty _slap_ of Toriel’s ass against her hips.

Toriel’s breathing sharpened, and the shadow of a shiver ran through her body. She began slamming her hips down with even more force, feeling Undyne’s dick within her - still hard, still throbbing, still hitting every sweet spot inside her. She could feel it twitch, Undyne’s own orgasm imminent.

Finally, with one last, loud _slap_ of her hips, Toriel tightened up around Undyne’s dick and let out a final pleased gasp, her folds coiling once more around Undyne’s dick. She bit her lip, moaning erotically, the strength slipping away from her legs and a fresh flood of her juices leaking down onto Undyne’s dick. Her whole body shook, a wave of ecstasy running through her, and she nearly collapsed on Undyne, her breasts smothering Undyne’s face and her torso eclipsing Undyne’s body.

As her orgasm shook her body and began to die, Toriel felt Undyne beneath her again, squirming and moaning needily. Pushing herself up and off of her, she realized Undyne was still hard in her satisfied pussy, throbbing and practically begging to cum.

Undyne felt the warmth of Toriel’s body lift off of her, and suddenly the strength pinning her arms and legs relaxed. She looked hazily up to see Toriel, still sitting on her dick and looking down at her with a calm smile on her face.

Toriel held out her arms, beckoning, welcoming.

Undyne surged upward into Toriel’s embrace, desperately thrusting her hips, feeling all of Toriel; her wet, tight pussy, her soft and warm arms surrounding her, her soft hands gently stroking her hair, her full and soft breasts right in Undyne’s face, her soft, cooing voice in her ears.

“There you go…” Toriel sighed happily. “There you go, just do what you want, dear.”

Undyne barely heard her, only catching the comforting, maternal tone in her voice, and kept right on moving her hips, indulging in all of Toriel’s body, her dick twitching closer and closer to orgasm.

Finally, her hips still thrusting needily through it all, she came, one last spurt of cum emptying into Toriel’s womb, her hips shaking with her final shot. Undyne’s whole body shook, shivered, and slowly relaxed, leaning into Toriel’s warm, soft, comforting embrace, eye half-shut.

Undyne sighed, finally relaxing, her dick finally starting to go soft within Toriel’s heat.

Toriel stroked her head once more, fingers running through Undyne’s hair. “Well… I think I certainly got a workout today.”

“Uh?” Undyne opened her eye and realized what position she was in; arms wrapped around Toriel, face-first in her breasts, dick softening and slowly sliding out of her snatch. “Uh.”

Toriel pulled back a little, smiling down at Undyne. “Now, I think we ought to, ah, ‘hit the showers?’”

Undyne blushed. Somewhere deep down inside, she realized she had probably lost this one.

And somewhere deeper, she didn’t really care.

 

“Well! What a day this was!”

It was dark by the time they’d showered and cleaned up, and Undyne walked across the gym parking lot with Toriel, wearing a black tracksuit with her duffel bag slung over one shoulder. On their way out of the gym, Toriel talked a mile a minute, chatting happily while Undyne simply nodded and made noises of assent, still feeling a little dazed.

Toriel fiddled with her car keys, unlocking her minivan. “Are you certain I can’t offer you a ride home, dear?”

Undyne laughed. “Nah, it’s fine. My place is right around the corner anyway, I’ll walk.”

Toriel smiled as she climbed in the driver’s seat, shutting the door and rolling down the window as she started the van. “You know, with the seats folded down, it’s quite spacious in the back…”

Undyne briefly considered it, mentally smacked herself for doing so, and shook her head. “Nah, it’s late. Alphys’ll probably be asleep already, I oughta join her.”

Toriel shrugged. “All right then, dear. Hope to see you around!”

As the window rolled slowly up, she winked at Undyne, a wink that made no illusions what Toriel had been suggesting for the back of her van. Her car rolled off, leaving Undyne alone in the lot.

She stood there a moment, the events of today slowly washing over and catching up with her.

Blushing in spite of herself, Undyne started for home.

**Notes for the Chapter:**

> Next time:  
> Yeah you can probably guess where this is gonna end up can't you


	3. Lemon Blackberry Pie

**Summary for the Chapter:**

> Alternate title: "Meringue a trois"

**Notes for the Chapter:**

> I know it's been almost two months since the last update, but I hope you find this final chapter worth the wait! (Especially since it's, y'know, almost as long as the last two combined)  
> Enjoy! And once again, thanks to @zannigaybear!

**Ch 3 - Lemon Blackberry Pie**

Alphys woke up with the sun as it slipped gently through the blinds and landed on her face, warm and inviting. She mumbled, opened her eyes, and groped for her glasses, the blankets feeling warm and heavy and wonderful around her.

As she reached for the nightstand, the blankets around her shifted, then tightened around her torso. She heard a quiet, sleepy grumble from behind, and Undyne’s arms pulled her back, snugly set around her stomach.

Alphys gave up on her glasses and settled down into Undyne’s arms. “Mmmm.”

“Mmmm,” Undyne responded. She kissed Alphys gently on the cheek before nuzzling her neck. “Mmmmorning.”

Alphys giggled. “Mmmmmmmmmmmmmmmmmorning to you too.”

“Mmmm,” Undyne giggled back into Alphys’ neck. She spooned her softly, enjoying the feeling of Alphys’ soft, wide butt against her crotch and her softer tummy in her arms. “So, how was your day off yesterday?”

“O-Oh…” Alphys giggled. Undyne’s arms felt nice and snug around her, and she wiggled her butt back at Undyne a little, getting the both of them a bit more comfy. “W-Well, Toriel invited me over.”

“Oh, really? I… ran into her at the gym yesterday, too. She looked pretty good.”

Alphys giggled. “Uh, y-yeah, I bet she did.”

Undyne cracked her eyes open a little. “Whaddya mean?”

Alphys fidgeted in Undyne’s grip, then reached up and tapped at her hand. “L-Lemme get my phone.”

Undyne reluctantly loosened her grip, and Alphys skittered to the nightstand. As she rolled back over with her phone clutched in a claw, Undyne sat up, rubbing the sleep from her eye. When she’d gotten home late last night, she hadn’t even bothered getting her pajamas on; she just threw her sweaty workout clothes in the hamper and crawled naked into bed. She was buck-naked, but too tired and in too good company to really care.

“O-Okay…” Alphys held her phone right in front of her face, looking at Undyne with the sneaky, expectant expression of someone with a secret they can’t wait to share. “H-Have a look at TH-THESE!”

She thrust her phone to Undyne, who took it sleepily. “Oh, nice picture, Al.” She swiped on the screen. Her eye went a little more open at the next picture. “Oh, _nice._ ”

She swiped left again, and Undyne’s face flushed a little. “Oh, wow, babe.”

Alphys sat crosslegged in her PJ’s, brimming with happy, smug satisfaction, her tail flicking back and forth behind her as Undyne flipped to the next pic and had to momentarily look away, one hand clutched to her mouth. She glanced at Alphys, back at the phone, and then back at Alphys with a huge grin on her face. “Alphys. Al. Babe. Ohmigod.”

Alphys fidgeted happily where she sat, maybe leaning forward a bit so her loose t-shirt showed a bit more cleavage. “Keeeep s-swiping…”

Undyne kept swiping, her grin getting wider and wider, until she finally reached the last picture and looked up at Alphys with an incredulous, ecstatic, wide-open smile on her face. “Babe. Oh my _god_ you did NOT.”

“D-Did.” Alphys giggled.

Undyne handed her phone back, and now it was her turn to fidget excitedly in front of Alphys. “Well, you’re not the only one who had a nice afternoon with Toriel.”

Alphys excited expression turned confused, then dawning with comprehension, and then just as widely grinning as Undyne’s. “N-n-n-n-n-n-no way. Nooooooo way.”

“Ohhhh yeah. Way.” Undyne lay out on the bed, propped up on one arm, smug satisfaction written all over her face. “Oh, lemme think… we did some working out together, we did some yoga…” She grinned her sharp, confident grin. “... some nude yoga…”

Alphys squeaked and blushed happily. “U-U-U-Unnie!”

“Yeah, no big. Y’know how it is, one thing lead to another, things got hot n’ heavy, y’know.” She inspected her fingernails with exaggerated coolness. “I tell ya, I’m sure glad I clipped these things last morning.”

“S-s-so…” Alphys giggled. “So… was she on top, then?”

Undyne went red, her hand slipped, and her head dropped to the bed in surprise. “H-Hey!” Alphys suppressed laughter for about a second before her snorting giggles bubbled out of her. Undyne scrambled upright, her face flushed with embarrassment. “A-Al, I’ll have you know I am the t-TOPPIEST of t-”

“So she WAS on top,” Alphys managed to gasp before falling backwards onto the bed, shrieking with laughter. Undyne looked away, trying to preserve a little shred of dignity as her face flushed beet-red.

Alphys lay on her back, her laughter slowly abating. “I-I mean, I g-guess I wasn’t all that, uh, d-d-d-dommy either.” She relaxed, a few little hiccups of laughter still forcing their way out, and slowly got back up. “So I g-guess we’re, uh, even in that regard.”

“Yeah, I guess…” Undyne grumbled, still a little stung. “So…” She lay back on the pillows, looking over at Alphys. “Hhhhhow was it?”

Now it was Alphys’ turn to stutter and stammer. “Uh, uh, uh… g-good? It was, uh, good.” She scooted over to the pile of pillows and lay down next to Undyne.

“Rrrrreally?’ Undyne said, a smirk on her face. She snuck an arm around Alphys’ torso. “Tell me more.”

“U-uh, well, uh…” Alphys squirmed on the bed, feeling Undyne’s arm draw closer around her. “W-Well, she asked f-for some help taking s-some nudes, and then she offered to h-help me take some…”

Alphys went on, snuggled up next to Undyne, a heat rising in her face and also beneath her panties. As she recounted yesterday afternoon,

“...a-and when she, uh got off… got off ME, she t-took another s-selfie of us b-both before I c-could react, but, uh, you already saw, uh, that one,” she finished, an embarrassed but satisfied grin on her face.

“ _Nice_ .” Undyne had an equally wide grin on, and she squeezed Alphys a little closer. “Way to fuckin’ _be_ , babe.”

Alphys smiled shyly and then threw her arms around Undyne. “N-now your turn.” She hugged Undyne close, feeling the warmth of her girlfriend’s naked body next to her.

“Uh. Um, okay…” Now Undyne was the one blushing a bit. “Well, I got done with my class, and I wanted to get some exercise in…”

Undyne recounted her interrupted exercise, Toriel spotting her, their yoga session, their _nude_ yoga session, and finally the sauna.

“Th-th-th-three times?!?!” Alphys stammered, blushing even more at Undyne’s story than she had at her own.

Undyne smiled smugly. “Yeah. There’s this, uh, spell I use when I’m working out to keep my stamina up, and…” She laughed. “Guess it’s useful for more than just cardio, huh.”

“O-oh.” Alphys fidgeted next to Undyne before pulling in closer, her chubby legs intertwining with Undyne’s skinny ones. “M-maybe, you could, uh, show me how it works?”

“Well…” Undyne said, her legs coiling right back on Alphys’ and her hands drifting down to her waist, “First, maybe you’d like a little… demonstration?”

Alphys giggled as Undyne’s hands slid under her boxers and squeezed her butt, and she slid one hand up to caress Undyne’s chest and the other down between her thighs. “M-maybe I wou-”

_TODOKETE SETSUNASA NI WA NAMAE O TSUKEYOU KA SNOW HALATION!_

On the nightstand, Undyne’s phone suddenly went off. Both of them froze, mid-pucker for a kiss, until the moment was broken by Alphys giggling. “Y-you should probably get that.”

Undyne groaned. “Fine…” She planted a quick smooch on Alphys’ lips and rolled over to the nightstand. “Way to ruin the mood,” she grumbled, picking up her phone. “Hello…”

Undyne shot upright, suddenly awake. “Toriel! Hi!”

Alphys, who was leaning over the edge of the bed and searching for some clothes on the floor, jumped, lost her balance, and fell off the bed with a thud. Scrambling up, an errant t-shirt caught on her head, she scuttled over to Undyne and strained to hear the conversation.

“Yeah? Yeah! Uh, wait wait wait, lemme put you on speaker.” Undyne tapped her phone and held it out between her and Alphys. “Uh, Al’s here too!”

“Oh! Hello, Alphys, dear!” Toriel’s voice was tinny over the phone's speaker.

“Uh, h-hi!” Toriel’s voice, pleasant and cheerful, made Alphys’ heart rate spike as images of yesterday flooded her all over again, even more vividly than when she'd retold it herself.

“Well,I was just asking Undyne if you two were free tonight?”

They replied in unison.

“Yeah!”  
“Y-yeah!”

“Oh, wonderful!” Undyne could hear the satisfaction in Toriel's voice, the same tone she'd had when she had been holding Undyne tight, whispering calming, encouraging praise as Undyne went limp beneath her.

Toriel went on. “So, I was wondering if you would like to come over for a little… well this weekend, sleepover, I suppose. A sort of… girl's night in?”

Alphys and Undyne looked at each other for a moment, their respective heads spinning at Toriel’s suggestion. Undyne spoke up first. “Yeah! Sure! Sounds great!”

“Good! I shall see you later tonight, then? Feel free to come over whenever you’re available.”

“Y-Yeah, see you then!” Alphys stuttered.

Toriel hung up, leaving Undyne and Alphys staring at the phone in Undyne’s hand and listening to the dial tone. Slowly, they looked up at each other.

“U-Uh…” Alphys started, “C-C-C-Could you show me how do that… uh, spell?”

 

_Ding dong._

“Just a minute!”

Undyne took her finger off the doorbell, adjusted the two duffel bags she had slung over her back, and looked over to Alphys. Alphys fidgeted, checking her makeup in her phone’s camera while keeping one eye on the door.

Both were quiet until Undyne broke the silence. “So…”

Alphys started a little and looked over to Undyne. “S-so…?”

Maybe unconsciously, both of them had put a little more effort than usual into their outfits. While Undyne was wearing her usual leather jacket, she’d complemented it with a crop top underneath and her one pair of unripped jeans, which were also very skinny. The top few buttons of the coat were undone, showing off the chest-hugging piece of clothing beneath. Looking a little closer, Alphys could see two little bumps pushing through the crop top, sensitive to the evening chill.

Alphys had on a simple yellow-and-white striped dress; it ended a little bit higher than most of her dresses, showing off a nearly racy amount of thigh. It was also low-cut enough to show off quite a bit of cleavage, but Undyne couldn’t see any hint of a bra poking out around the fabric. She also noticed Alphys keeping her tail low, one hand holding down the hem of the her dress.

A moment passed, both staring at each other, neither speaking. Then without warning, a breeze floated by, barely even enough to shift the flowers in Toriel’s garden, but enough to send the light, loose fabric of Alphys’ dress fluttering.

She squeaked and quickly grabbed at her skirts, holding them down, but not quick enough for Undyne to miss a flash of her bare bottom.

The wind died down. Alphys was flushed red, staring at the ground, and Undyne’s face was slowly splitting in a knowing smile.

She leaned closer. “Forget something, Al?”

Alphys smoothed her dress out, still blushing, and looked shyly up at Undyne. “Y-You’re one to talk…” She had to stand on her tiptoes to reach, but her hand still darted up Undyne’s loose crop top, giving her bare chest beneath a cheeky squeeze before just as quickly darting back out.

“H-Hey!” Undyne could barely even retaliate with her hands occupied by their bags. She settled for shoving Alphys with her butt, bumping her shorter girlfriend’s hips with hers.

Alphys giggled again, but before she could strike back, the door swung open.

“Alphys! Undyne! So glad you could make it, dears.”

Alphys and Undyne were incapable of responding immediately as they took in Toriel’s outfit. Or rather, her lack of much of one; the only article of clothing she appeared to be wearing was a plush, loose-fitting robe. It reached to just about her knee, dipped almost to her navel, and hung about her body so loosely that it was a wonder it managed to cover any of the important bits. Her white fur contrasted with the red garment, and it was clear she was just as commando as Undyne and Alphys underneath it. The sleeves were loose around her arms, draping down in wide covers around them as she leaned against the doorframe, one hand on the wood, the other cupping a glass of wine.

It was the kind of outfit that one would think ridiculous in concept, but in practice, it made Alphys and Undyne’s jaws drop and made them both start to reconsider their underwear choices.

Toriel didn’t seem bothered by their stunned silence. She took a little sip from her wineglass, which was half-empty by now, and giggled. “Sorry, I couldn’t really help myself. Broke into my, ah, private reserve a little early.” She pushed off the doorframe, spun around quickly enough that the bottom of her robe flared out, almost showing her butt, and returned inside. “Come in, come in!”

On the doorstep, Undyne and Alphys stood in a moment of stunned silence before nearly crashing into each other trying to fit through the door.

Inside, Toriel had taken a seat on the couch, leaning back indulgently, one leg over the other, her wineglass still in her hand. “Sorry for the mess, I must look a bit disheveled. Feel free to put your things down anywhere!”

Undyne dropped their bags with a thump. Alphys had already taken a nervous seat on the couch, and Undyne hopped over the back and sat down next to her, throwing one arm over her shoulder. She had throw her jacket off with the bags, and her bare arm rested against Alphys’ skin, feeling cool and damp.

“So!” Toriel smiled at them. She uncrossed and recrossed her legs, robe shifting teasingly. Undyne tried not to look like she was sneaking a peek while also trying very hard to sneak a peek, but Toriel’s legs seemed to move too quickly and her robe covering just barely enough. Alphys just stared down at her lap, occasionally looking up when Toriel spoke.

“It’s wonderful to see the both of you, I must say!” Toriel leaned forward - an action that let her loose robe hang very revealingly off her chest - and set her wine glass on the table. “It seems lately like I’ve only run into one of you at a time, so I thought it might be nice to have you both over!” She stood. “Ah, let me get you two something to drink. Is tea alright?”

“Uh, y-yeah!” Alphys mumbled. Her hands were balled in her lap, nervously smoothing her skirts. As Toriel stood and turned for the kitchen, she looked up, hungry for a look at her.

“Uh, d’you have any soda?” Undyne said distractedly, also staring after Toriel and trying to adjust her pants. She slid a hand under her waistband, trying to shift her half-hard dick to a more comfortable position.

“Well…” Toriel mused, her voice sly, “I do have a bit of wine left, as you could probably guess.”

Undyne grinned, Alphys’ eyes went wide, and Toriel could read their expressions easily. “Well, let me see…” She leaned over and began rummaging through a cabinet.

Her short robe, which barely covered her thighs standing up, went up the last little bit that it needed to. Busying herself under the counter, her butt wiggled back and forth as Undyne and Alphys watched, both having increasing difficulty managing the bulges in their skirts and pants. Alphys was straining to look over the couch, and Undyne was looking quickly back and forth between her own crotch and Toriel’s round, wide, and very bare rear.

After far too long a time flashing Undyne and Alphys, Toriel finally stood, holding the bottle of wine. “Here we go!” Wine in one hand and glasses in the other, she bustled back over to the couch. Her chest jiggled as she walked, breasts swaying under her loose robe. She dropped down the couch, placed the glasses out on the table, and leaned over to pour, giving another extended flash of her chest.

Toriel filled two glasses, topped off her own, and sat back, her robe settling back onto her chest. “Well, cheers!” She lifted her glass, smiling at the two of them.

“Ch-Cheers…” Alphys nervously picked up her wine, blunt claws clinking on the glass. She smiled, took a sip, staring at the red liquid in the glass and shifting around nervously, feeling hyper-aware of the bulge growing in her lap.

Undyne, meanwhile, took her glass and downed in all in one go. She was also glancing between Toriel and her lap, smoothing her jeans and restlessly shifting her hips.

Toriel smiled and took a long sip from her wineglass, her head tilting back as she drank. She leaned back on the couch a little, her legs spreading just a bit, chest shifting under her loose garment the smallest amount.

When she looked back to her guests, Alphys had placed her wineglass back on the table and had her hands balled in her lap, and Undyne had snatched a pillow from the couch and was trying to look as innocuous as possible as she put it in her own lap and leaned on it.

Toriel smiled. “Ah, would you like a refill, Undyne?”

Undyne started. “Huh? Oh, uh…”

“Here, let me!” Toriel stood, shuffling over to the Undyne, wine bottle in hand.

“Wait, no, it’s fine! Let me-” Undyne stood as well, grabbing for her wineglass, holding one hand out for the bottle.

Alphys, who felt awkward being the only one sitting, stood for no real reason.

Adding a third person to the minor cluster of people, one of whom was a little tipsy on wine, proved to be a bad idea. Toriel tripped on the table, lost her balance, and flailed ungracefully for a moment. Undyne instinctively threw out an arm to catch her, and Toriel instinctively grabbed her arm for balance. She only succeeded in pulling Undyne in her direction, making her trip over the table as well and grab onto Alphys for support, who squeaked and tripped more out of habit than anything else.

After a few seconds of wobbling and a pregnant moment where all involved realized they were going down, the three collapsed onto the couch with a series of half-strangled yells. Toriel ended up on her back, losing her grip on the wine bottle, one hand still clutching Undyne’s arm; Undyne ended up almost cradled in Toriel’s heavy embrace, her chest right in Undyne’s face; and Alphys nearly fell on top of Toriel, and ended up with her face right below Toriel’s boobs.

They only had a split second to lay there before the bottle which had flown from Toriel’s grasp fell back down, splashing all three of them with wine.

For a moment, they all lay there, the only sound that of the empty bottle rolling away. Toriel broke the silence.

“Oh, drat,” she said with a note of annoyance in her voice. “I’m sorry, I’ve made such a mess…”

Undyne looked up. Toriel was looking down; a splash of wine had landed on her white fur, staining it red, right on her bare chest. More of it had splattered on her robe, where it blended in and did little more than darken the fabric. Undyne and Alphys’ had been hit too; Alphys’ yellow dress had gotten a lot of red added to it, and Undyne’s crop top and jeans were splattered.

 _I should probably move_ , Undyne thought, head resting on Toriel’s bicep, head at eye level with her chest. She found herself pulling a little closer, like she was spooning the older women.

 _I-I should move,_ Alphys thought, hands planted either side of Toriel’s torso, her face dangerously close, her legs almost straddling Toriel’s thighs. She let her arms relax, beginning to rest upon Toriel’s stomach.

Suddenly, they both felt Toriel pull them closer, Alphys rolling off of her and into the crook of her other arm.

“You know…” she said, her voice a low purr, “If you’d like to take care of…” her hips bumped against Undyne’s and Alphys’, “That, please, feel free.”

Her bare thighs rubbed against both of their crotches, white fur on Undyne’s jeans and Alphys’ dress, soft against the hard bulges in each. Alphys gasped, the warmth and weight of Toriel’s thighs easily apparent through her thin dress, and Undyne took in a sharp breath, feeling Toriel’s legs nudge her bulge through her jeans.

“Go on, don’t be shy,” Toriel murmured. She pulled the two of them a little closer, her arms comfortingly warm on their shoulders. There was a bit of an alcoholic blush in her face, but her eyes were clear, focused, and intensely looking from one girl to the other.

“U-U-Uh, Um, Uh…” Alphys stammered, even as her hands slid under her dress, intending to smooth out the bulge beneath it. Her legs shivered as her hands rubbed against her dick, making her draw a quick breath even as she tried to calm it down.

Undyne, meanwhile, simply unzipped her pants, one hand wrapping around her dick as she slowly and a little uncertainly started stroking herself, rubbing up against Toriel’s soft, pillowy, fluffy thighs, her fur tickling against the smooth skin of her dick.

“U-Undyne!” Alphys gasped, even as her hands slowly began to work up and down her dick, no longer pretending to be hiding her boner. “Wh-” She was cut off by a low, quiet moan rippling through her body, her legs squirming as she let Toriel pull her in close.

Undyne stroked her dick faster and faster, trying to shimmy out of her wine-stained jeans. Toriel gently ran a hand down Undyne’s rear, hooking her fingers in her waistband and pulling her pants down, freeing Undyne’s cock. Undyne pushed herself even closer to Toriel, head resting on her breast, hands working furiously on her dick. She pushed her hips against Toriel’s, dick brushing softly on her fur.

Alphys squirmed in Toriel’s embrace, both hands running up and down her dick, quickly and sloppily, concerned just with getting herself off as she lay against Toriel’s soft body, drinking in her luxurious warmth. Toriel’s other hand slid down to Alphys’ ass, squeezing it and pulling the smaller girl even closer.

“There you go…” Toriel whispered to them, the two squirming, breathing hard, and moaning close to her. She could feel their dicks rub against her thighs and butt, hot and hard; Alphys’ thick and heavy against her legs, Undyne’s smaller and thinner but hot and hard as iron. She felt their heavy breathing, the desperate motion of their hands, the occasional hot drip of precum smearing into her fur, and she smiled, letting them let it all out.

Undyne came first; her breath hitching, her legs squirming, her moans vibrating into Toriel’s chest. Her dick twitched one final time and let out a thick burst that splattered into Toriel’s fur, spraying across her thighs and in her lap.

Alphys didn’t take long after that. Grabbing desperately at Toriel with one hand and still jerking herself off with the other, she pulled herself close and moaned needily into Toriel’s side as she came, an equally heavy stream of cum splattering Toriel’s hips and Alphys’ dress.

Both girls breathing heavily, coming down from orgasm, Toriel simply smiled, gently running one hand through Undyne’s hair and the other over Alphys’ head. “There we go. I’m sure you feel better now, yes?”

Undyne, head still buried in Toriel’s chest, muttered a noise of satisfied but embarrassed assent. Alphys could only nod.

Toriel smiled at both of them again, then began to sit up, bringing the two up as well. She _tsk_ ed. “Oh, but look at this mess. I do hope you brought a change of clothes.” She smoothed out her robe, which was now stained with cum as well as wine.

Running a finger through the mess around her midsection, Toriel rubbed a glob of cum between her fingers and sighed. “Well, nothing for it, I suppose.” She stood, leaving Alphys and Undyne lying in a half-naked pile on the couch. “I think I’ll take a quick bath, if you don’t mind.”

Before either of them could say anything, Toriel undid her robe, letting it fall to the floor in a shimmering wave. She shook her hips a little, fur sticky with both girls’ cum, and looked teasingly back over her shoulder. “I would think you two would like to clean up as well, yes?”

With another cheeky smile, Toriel walked around the couch and down the hall. “Second door on the left!” she called back to Alphys and Undyne, who were only just starting to drag themselves off the couch.

Undyne nearly tripped over her pants as she tried to stand; they were stuck around her knees, still stained with wine, and far too skinny for her legs.

Alphys got to her feet slowly, dress an absolute mess, stained with wine and her own cum.

They looked at each other, a little (a lot) thrown by how quickly it had all happened.

Alphys swallowed. “A bath would, uh. P-Probably be good.”

Undyne nodded, wobbled in the tangle of her pants again, then finally just peeled them off her legs,throwing them on the pile with her other things.

Alphys, out of habit, looked away bashfully, hands wringing behind her back. Undyne noticed her discomfort, and leaned in with a teasing grin. “Y’know… you can't go in the bath with your clothes on…”

Alphys smiled despite herself, still looking at the floor, then with an awkward flurry of motion, pulled her dress up and over her head, her breasts pulled up for a moment before falling heavily down. She threw the stained dress the same way as Undyne’s clothes.

Naked for the second time in Toriel’s living room, Alphys didn't even try covering herself up. She looked up to Undyne, smiled nervously back, and made a grab for her crop top. “Y-You too!”

“Hey!” Alphys practically had to jump to pull at Undyne’s top, but she didn't resist, leaning down for her shorter girlfriend to pull the garment off.

Finally, they both stood naked, their earlier nerves dissipating.

“W-well?” Alphys asked, smiling and fidgeting a little closer to Undyne.

“Well?” Undyne replied, smiling and throwing her arms around Alphys.

“W-well… we sh-shouldn’t keep Toriel waiting,” Alphys sputtered, grinning shyly.

Undyne smiled, gave Alphys a quick kiss, and scooped her up before heading down the hall after Toriel.

 

The bath was huge, a Japanese-style shower room with an extra-large tub to the side. The floor was light blue tile, with a glass door separating the bath area from the rest. The shower was already running, steam rising up and fogging the glass.

Undyne set Alphys down, her claws clicking on the tile. Even after the little moment they’d had where they’d both gotten their wind back, it seemed to abandon them right as the warm steam of the shower touched their skin and scales.

Alphys fidgeted, shifting her weight from one foot to the other. Hesitantly, Undyne reached for the shower door handle.

Before she could open it, Toriel’s hand rubbed across the glass with a muffled squeak, and her face appeared behind the glass, wreathed in steam. She smiled to them, beckoned them inside, and turned away.

Alphys close behind her, Undyne gripped the handle of the shower and threw the door open; _gently_ threw it open, but threw it open nonetheless. The interior of the shower was surprisingly spacious; the floor made up of wooden slats for the water to run down through, a couple of stools and buckets scattered about, and a large tub, big enough for at least two people, taking up the back wall.

Toriel was bent over the bath, one hand down and testing the waters. She hummed idly as the bathtub filled up, clouds of steam rising off the waters, her butt up in the air and shimmying back and forth.

Undyne stepped into the shower, Alphys close behind. Toriel turned, smiling genially at them. “I’ll be in the bath for a while, if you don’t mind. Go ahead and wash up!”

Before they could say anything, Toriel stood, lifted one leg (a view which made Alphys go red and made Undyne’s dick perk up once again) and stepped over into the bath. She sighed indulgently, sinking down into the bathwater, arms resting over the sides of the bath.

Awkwardly, Undyne and Alphys shuffled into the shower. Toriel seemed to be just relaxing in the bath, eyes closed, head leaned back.

A bit of her nerves falling away, Alphys took a stool, sat beneath the shower head, and turned it on, warm water cascading down over her. She sighed happily; it did feel nice. She realized (not without embarrassment) that she hadn’t showered yesterday after her time with Toriel, and felt her sweat wash away, water dripping down her body. She grabbed a shower puff and a bottle of bodywash, squeezing some out and starting to soap herself up.

Suddenly, Alphys stiffened on her stool as a pair of thin, strong hands touched her back.

“Mind if I get that for you?” Undyne asked, her voice calm and...normal, it sounded.

“Y-Yeah! Go ahead!” Alphys looked back over her shoulder to see Undyne smiling over at her, hands rubbing her back gently. She kept on scrubbing herself as Undyne washed her back.

Suddenly, Alphys felt Undyne press closer, her arms wrapping around Alphys’ torso, her chest touching Alphys’ back. “Pass me the puff?” She said softly, less normally, quieter and more like a purr in Alphys’ ear.

“Y-Yeah…” Alphys shivered despite the warmth, but it wasn’t really a nervous shiver; more like one of anticipation, familiarity, comfort. Undyne’s breasts against her back - two small little lumps pressing against her scales - felt firm and familiar, natural and neat.

Undyne snatched the soapy puff in Alphys’ hands, but instead of drawing back, she started scrubbing Alphys’ front, hands sliding over her body, water cascading down on both of them. Alphys took in an involuntary breath, her chest tightening at the familiar feeling of Undyne’s body against hers.

Puff in hand, Undyne started with Alphys’ chest, scrubbing her breasts carefully and diligently. She held her boob securely with one and washed with the other, then lifted her breasts gently to get underneath them. She slyly kneaded Alphys’ chest, spending more time than necessary washing around her nipples Her touch was sure, confident, and made Alphys shiver in anticipation.

Once finished with her chest, Undyne’s hands wandered lower, scrubbing Alphys’ stomach and running around her hips. It was really no secret where her hands were going, and Alphys’ dick was half hard in expectation.

Finally, Undyne stopped beating around the bush and began cleaning up Alphys’ crotch, hands sliding down her stomach and washing her inner thighs. Casually, Undyne slid her hands around Alphys’ dick, giving it a cursory scrub with the puff before dropping it and just running her hands over Alphys’ crotch.

“Gotta get all those hard-to-reach spots…” Undyne whispered in Alphys’ ear. She ran one hand down Alphys’ shaft, reached down, and cupped her balls, giving them a little squeeze. “And those _very_ hard little spots,” she purred.

Alphys let out a snort of laughter which was quickly followed by a satisfied moan.  Undyne’s hand slid up and down her dick, smooth and slippery with soap. On her shoulders, Alphys could feel Undyne’s hard nipples and harder dick pressing against her lower back.

The warmth of the steam, the water, and Undyne’s hands felt overwhelmingly good. Alphys started moving her hips unconsciously, thrusting a little as Undyne stroked her. The strength in her body was deserting her, and Alphys rested her hands on the wall, leaning forward as she gasped with pleasure.

Undyne ran one hand up Alphys’ dick, fingers just barely touching around its girth, and swirled her finger around the tip while her other hand descended to her balls again. “Almost done…” she whispered to Alphys.

Chancing a glance over her shoulder, Undyne saw Toriel still relaxed in the bath, her eyes still shut, only her head above the bathwater. There was no way she couldn’t hear them right now, even with the hiss of the showerhead, but since she wasn’t really _looking_ looking, Undyne felt emboldened to go on.

Sliding her fingers even lower, she went beneath Alphys’ balls, slid back between her legs and between her buttcheeks, and began gently fingering the soft ring of Alphys’ anus, just one slim finger curling within her. Alphys gasped, biting her lip to suppress a cry of arousal. Her legs were jelly, claws tapping on the tile. Undyne slid her stool closer, legs flanking Alphys’, feeling Alphys’ soft body shake under her.

Her breathing and moans reaching a peak, Alphys tried to steady herself. Leaning back against Undyne, her head resting in the crook of her shoulder, Alphys caught her hands and pulled them off her groin, dick still throbbing and hard. She sat there for a moment, catching her breath.

Then, sitting up, Alphys looked to Undyne and grinned unsteadily. “Y-Your turn.”

Alphys spun around in her stool, picking up the shower puff. She saw Toriel still lounging in the tub, eyes closed, and looked back to Undyne with a smile. “Y-You need to get cleaned up, too.”

Leaning forward, Alphys grabbed her girlfriend before Undyne could react, one arm hooking around her torso and the other starting to clumsily scrub her down. Undyne could have very easily broken out of her grip, but she let Alphys soap her up, rubbing the soapy purple puff all over her front; on her thighs, stomach, and under and on her breasts.

Alphys took a good amount of time on pretty much everything, feeling her girlfriend’s toned legs and abs as she washed her down. Undyne noticed; with a wry smile, she flexed her legs and stomach a little, tightening and relaxing her muscles as Alphys scrubbed them, and giving Alphys yet another thing to blush about.

When Alphys moved higher, however, her soapy hands sliding up beneath Undyne’s round, firm breasts, she couldn’t keep it up, and the feeling of Alphys’ soft hands and blunt claws on her tits made her go weak in Alphys’ grip. Undyne’s chest was thoroughly soaped up, making Alphys’ hands slip all over.

Finally dropping the shower puff, Alphys pulled in closer, groping Undyne’s chest. Undyne shivered; her smaller breasts were a lot more sensitive, and when Alphys gently, teasingly pinched one of her nipples, Undyne had to suppress a gasp, hands flying up to her mouth as she squeezed her eye shut. A quiet moan slipped from Undyne’s lips, her whole body shaking.

Alphys grinned, giving Undyne’s chest another little squeeze, getting another muffled, aroused, and cute sound out of her girlfriend. “Enjoying y-yourself?”

Undyne looked away, still covering her mouth with the back of her hand. Then, gritting her teeth, she grabbed Alphys’ hands away from her chest, leaned in close, and kissed her, tongue slipping roughly into Alphys’ mouth. After a moment of stunned surprise, Alphys kissed her back, embracing her as Undyne stepped off her stool and into Alphys’ lap and straddled her legs.

Undyne broke away from the kiss for a moment, eyes half-lidded with pleasure as she looked into Alphys’ equally hazy eyes. Undyne realized she was instinctively grinding her hips, her dick rubbing hard against Alphys’ equally erect cock. She let herself keep it up, hips gyrating as she hungrily dove back into Alphys’ kiss, their dicks rubbing together, covered in soap.

Alphys moaned into Undyne’s mouth, feeling her strong embrace, and slid one hand between them, encircling both of their dicks and starting to quickly stroke them, Undyne smaller dick hard against Alphys’ thick one.

Undyne hips kept gyrating as Alphys jerked them both off, the feeling of her slippery hand and hot dick on hers exquisite. Her movements faltered momentarily as a shudder went through her whole body, dick twitching. She broke away again, gasping for breath as her dick throbbed in Alphys’ hand.

“Ahhh…”

It wasn’t Undyne’s voice, and both her and Alphys realized that instantly. Both whipping around, Undyne nearly falling off her girlfriend’s lap, grabbing Alphys’ shoulders to steady herself.

Toriel, still submerged up to her head in the bath, was watching them, an expression of bliss on her face. Her knees poked up out of the bathwater, and Undyne and Alphys could see her legs shivering even as steam rose off the water. Toriel noticed them notice her, and one shivering hand raised from the water, waving to them nonchalantly. “Oh, carry on, girls! I’ll be out in just a moment, if you’d like the tub.”

Quickly plunging her hand back under the water, Toriel’s head arched back as her breathing spiked, and she gasped with satisfaction, her shaking legs splashing water over the rim of the tub. She sank a little deeper in the water, legs still shuddering, short, breathless moans bubbling from her body.

Finally, Toriel relaxed, letting out a satisfied sigh. “Well, I should get out of the tub now,” she giggled. “I’ll be in the bedroom when you two are done!”

Lifting herself from the tub, Toriel shook a little water out of her fur, sending it flying. “It might take some time for to towel off so…” She gave them a sly smile. “Take your time!”

With that, Toriel left the bathroom, a spring in her step, leaving Undyne straddling Alphys, Alphys with her hand still awkwardly on their dicks, and both with an expression of blank embarrassment and mortification on their faces.

Finally, Alphys broke the silence, clearing her throat. “Ummm… U-Undyne?”

“Yeah?” Undyne replied, still looking at the door Toriel had happily exited through.

“D-Do you think you could sh-show me how to do that spell? L-Like, now?”

 

After quite a bit of toweling down and blow-drying, Toriel sat on the edge of the bed and let out a satisfied sigh, crossing and uncrossing her legs. Shaking herself slightly, a last little bit of water flying out of her fur, she stretched, her body feeling nice and limber.

Uncrossing her legs again, she let out a sigh, feeling the needy heat eating away between them. She shivered, knowing that all her teasing was about to pay off, excitedly fantasizing about how pent-up those two must be right now, desperate to get off.

Lying back and stretching out, Toriel fluffed up the pile of pillows at the head of the bed. The room was spotless; she’d spent a good portion of the day cleaning and getting everything perfect for tonight. The wine and robe had been a last-minute afterthought, but she’d taken her time with the bedroom; special, extra-fluffy red sheets, a mountain of pillows, and the lights turned down just a little bit. It was worth it; after all, Toriel planned to spend a lot of time here tonight.

She heard the doorknob turn and tried to settle a rising excitement in her chest. Sitting up, she crossed her legs, reclining naked on the pillows. She spotted Undyne and Alphys peeking through the door, and smiled invitingly. “All clean, you two?” she said innocently, her crossed legs hiding her already wet and wanting heat.

Undyne and Alphys were seemingly frozen on the threshold, something that gave Toriel no small satisfaction. She uncrossed and recrossed her legs, slowly enough for them to see a hint of what was between but quick enough that it was only a hint.

The two still waited at the door, eyes locked on Toriel, who sighed melodramatically. “My apologies, but I think the a8r mattress has a leak. It _is_ quite the large bed, though, so I suppose we could sha-”

Before she could finish, Toriel noticed a few small things. One, Undyne was biting her lip, like she was just barely holding herself back, an expression of intense, overwhelming, predatory lust in her eyes. Two, Alphys’ face was flushed even more than usual, and she was breathing hard, her mouth open, tongue hanging out a little, chest rising and falling heavily.

Toriel froze for a second, and with Undyne and Alphys not giving her a moment to say anything more, threw open the door, bounded across the room, and leapt onto the bed, landing in a pile on top of Toriel faster than she could blink. She felt the wind knocked out of her as they jumped onto the bed, Alphys hitting her lower body and Undyne tackling and pinning her.

Getting her breath back, Toriel let out a slightly frazzled laugh. “Well, aren’t we being eager!” She wrapped her arms around Alphys and Undyne, pulling them a little closer. "Now, where were w-"

Once again, she was cut off, this time by Undyne sliding one hand behind her head and pulling her into a rough, passionate kiss. Her tongue pushed forcefully into her mouth, Toriel’s words muffled around Undyne’s rough lips and sharp teeth. Undyne held her close and tight, tongue dominating in Toriel’s mouth, a fistful of fur in her hand.

Under Undyne’s sudden, unexpected, and rough assault, Toriel felt herself instantly melting, her eyes, initially wide with shock, slipping slowly closed as she began to kiss Undyne back, moaning into her mouth. Even as she tried to fight it, her body felt like it was going limp, teasing little waves of excitement and pleasure flowing through her. She tried to reach Undyne, pull her closer, but Undyne brusquely caught her hand and pinned her down.

Alphys certainly wasn’t being idle while Undyne and Toriel were intensely making out. She was cuddled up close to Toriel, hands and mouth going all over her body; cupping, rubbing, and kissing her heavy breasts, then sliding her hands down Toriel’s stomach and around her hips, leaving a trail of kisses as she went, and finally, planting her hands firmly on Toriel’s inner thighs and spreading her legs forcefully, exposing her wet, wanting, ready snatch.

Toriel felt Alphys’ breath waft on her pussy, felt her surprisingly firm grip on her legs, felt Alphys start raining kisses on her inner thighs, and moaned sharply into Undyne’s mouth. Her free hand tried to grab Alphys’ head, push her in, make her stop teasing and get on with it, but with the strength already going from her body there was little she could do. Alphys took her hand and held it down same as Undyne, leaving Toriel totally immobilized.

Helpless, squirming, and moaning with need, Toriel’s eyes were half-lidded, her pussy wet and hot, and her breath shuddering in her chest. Even though she’d handled them both easily earlier - teasing, guiding, gently dominating - with just the slightest bit of pressure applied back at her, Undyne and Alphys had turned her into a weak, quivering mess in their hands and under their lips.

Eventually, both their lips slick with each other's spit, Undyne pulled away from Toriel’s mouth just as roughly as she pushed in, leaving them both panting, tongue hanging out, Toriel desperately trying to pull close again, moaning needily and struggling around Undyne’s grip.

Her struggles ceased with a sudden, shaking gasp as Alphys planted a kiss directly on her wet pussy, right on her clit. Her lips lingered there a tantalizing moment, and Toriel could feel the tip of Alphys’ tongue slide slowly over her clit.

Toriel looked down and saw Alphys looking up at her, tongue slithering out slowly towards her slit. Toriel swallowed, and tried to say something. “Now, Alphys..." She could feel a burning, consuming need in her pussy, and her body wanted nothing more than Alphys' face between her thighs right this moment, but she also wanted to keep her dignity; or rather, stay in command. "Why don't you j-"

She kept getting cut off.

With lightning-quick speed, Alphys’ long, slender tongue slid up Toriel’s snatch, making her lose her breath mid-sentence and making her legs quiver before Alphys slid her tongue inside and wrapped her mouth around Toriel’s slit.

Toriel gasped, back arching as Alphys started vigorously eating her out. Alphys let go of Toriel’s arms to get a better grip on her inner thighs, but by now, Toriel didn’t have nearly enough strength to fight back. Alphys’ tongue reached deep inside Toriel, sliding across all her sensitive spots, her juices slightly sweet to the taste.

“A-Alphysssss…” Toriel moaned, fighting to keep her body from going limp. She’d been struggling to keep her strength before, but now with Alphys’ mouth locked over her leaking slit and every motion of her tongue making Toriel more and more wet, it was all she could do to even stutter out words. Her legs shook, instinctively curling around Alphys and trying to pull her closer, like it was even possible for her to be any nearer. "Ohhhhh...y-yes, that's good, keep g-going..." Her hands, which were going more and more limp, slid down and cupped the back of Alphys' head weakly, trying to pull her closer but lacking the strength to do so.

Toriel stared at the ceiling with half-lidded eyes, unable to control her moans of pleasure. She finally stopped resisting, her arms going slack, body going limp, letting Alphys work her over.

Suddenly, a shadow came over her face, and Toriel forced her eyes open. Looking down at her, grinning widely, dick looming in her vision, was Undyne, kneeling over her face.

“Don’t think that you’re getting any rest down there,” Undyne said, her voice a low, lusty growl.

Spreading her legs a little more, Undyne dropped her rear down on Toriel’s face, nearly smothering her. Toriel was given a faceful of Undyne’s ass, her toned butt pushing down hard on Toriel’s open mouth.

Toriel took an involuntary gasping breath and was almost overwhelmed; Undyne’s ass was clean from the shower, warm and still a little damp, but there were still hints of sweat clinging to her, salty and sharp among the soapy smell.

As Toriel took a deep breath, taking in the lingering scent of Undyne’s sweat and musk, her legs shook again and locked around Alphys, who was surprised by a fresh flood of Toriel’s juices on her tongue.

Alphys swallowed involuntarily. Undyne noticed, and Alphys looked up to meet her gaze.

A slow smile grew on Undyne’s face. She shifted her hips a little and then slowly grinded her ass on Toriel’s face a little. Toriel moaned again, her hips quivered again, and her pussy got even wetter around Alphys’ tongue.

Undyne’s face split in a wide grin, while Alphys smiled as much as she could with a mouthful of Toriel’s muff. Undyne started grinding her ass on Toriel’s face, unhurriedly, shivering as Toriel breathed heavily beneath her, taking in Undyne’s musk as much as she could.

Her own breath speeding up a bit as well, Undyne’s face was flushing a little as she shook her ass cheekily. “Enjoying yourself down there, Tori?”

Toriel let out a moan that shook Undyne’s body, forcing her to suppress a gasp that Toriel either didn’t notice or was past caring.

“Alright, okay, damn…” Undyne muttered. “You’re really loving this, huh- ahhh…”

Clutching a fistful of Toriel’s fur in her hand, Undyne moaned as Toriel slid her tongue over Undyne’s asshole; now it was her turn for shaking legs and suppressed moans. After that first lick, Toriel started eating Undyne out just as vigorously as Alphys was.

“Oh, f-fuck…” Undyne moaned. She kept grinding her ass on Toriel’s face, feeling her tongue slipping into her ass, the squeaky, pleasured noises coming from Toriel vibrating inside her. Alphys kept her mouth firmly on Toriel’s slit, no matter how much her legs shook and her back arched.

Toriel was in heaven. Alphys’ tongue was working dutifully and unceasingly inside her curling in deep before sliding out across all her sweet spots. Alphys’ mouth stayed locked on the lips of her pussy, like a seal over her wet slit. Undyne kept grinding her ass hard on Toriel’s face, and Toriel obliged her gladly, tonguing her asshole and taking in the faint but heady smell of Undyne’s musk. Every breath she took felt like a drug, sending her head spinning and putting her thoughts far away.

Not far enough that she could ignore the welling, blissfully satisfying feeling of tightness growing between her legs and under Alphys’ tongue.

“Mmph!” Toriel shook one more time, and Alphys felt her slit tighten around her tongue and Toriel’s whole body go tense. A fresh flood of her juices spilled over Alphys’ tongue, and Alphys enthusiastically lapped them up, tongue flicking in and out of Toriel’s pussy even as she came. She kept moaning into Undyne’s ass, momentarily rising from the haze it had put her in.

Undyne sighed, half in pleasure, half in relief, as Toriel’s tongue slowed and finally stopped on her ass. She shook her rear back and forth one more time for good measure, then finally lifted herself off, allowing Toriel to finally breath again.

Alphys pulled out from between Toriel’s legs, breathing just as heavily, her face splattered with Toriel’s juices, her tongue still lolling out.

“Okay down there, babe?” Undyne asked as she shifted backwards, kneeling behind Toriel, her head resting in Undyne’s lap. Undyne was a little flushed herself; her breath only just starting to settle, her ass feeling nice and loosened up.

Out of all of them, though, Toriel was the most a mess; she lay on the bed, head in Undyne’s lap and legs still spread, her eyes glazed, her breasts sagging to the sides with nipples hard and protruding through her fur, the fur around her crotch sticky and wet, her pussy still wet and spread wide.

Alphys didn’t respond to Undyne’s question. Her focus had jumped from Toriel’s soaked snatch to her breasts, and even as she recovered from her near-smothering, she was eyeing Toriel up and down, panting hard and eyes burning with lust.

“Alphys?” Undyne asked, her voice a little too sardonically sweet. Alphys didn’t respond.

“Oh, dear,” Undyne sighed, a clear, pointed imitation of Toriel. She cradled Toriel’s head in her lap, gently turning her to face Alphys. “Oh, Tori? There’s something I ought to tell you…” she said in a sing-song whisper.

“Y’see, there was this little spell I was using yesterday.”

Holding onto Toriel’s legs, Alphys lifted herself off the bed in a near-drunken manner..

“I usually use it for exercising; it gives me more stamina, keeps me going, y’know.”

As Alphys climbed over Toriel, straddling her stomach, Toriel felt, then saw, Alphys’ dick flop onto her chest through the haze in her head.

“Well, you remember how…” Undyne giggled, a sound that was both humorous and threatening, her voice soft and sensuous in Toriel’s ear. “...How I kept going… and going...and going…?”

Alphys grabbed at Toriel’s boobs, pushing them together, soft fat and fur wrapping around her dick. Toriel could feel Alphys’ hard, hot thickness sandwiched between her breasts.

“I did the same thing to Alphys. Just a few minutes ago, while we were in the shower.” Undyne’s voice was breathy, breathless, like she was just barely holding back herself. “But… I might have overdone it,” she added in a tone that suggested she wasn’t sorry at all about overdoing it.

On top of Toriel, Alphys moaned and started thrusting her hips, dick pulling back between Toriel’s tits. As it slid forward, Toriel felt each inch push its way between her boobs until suddenly, the tip of Alphys’ dick poked out of Toriel’s cleavage and kept going until it rubbed up against her cheek and Alphys’ balls were against the bottom of Toriel’s boobs.

“Haahh…” Alphys moaned, Toriel’s chest warm and soft around her dick. She kept pumping her hips, thrusting wildly, heedless of the obscene slapping sound her stomach made against the bottom of Toriel’s breasts. Alphys squeezed Toriel’s tits roughly, keeping them wrapped tight around her dick. She was still breathing heavily, tongue hanging out, staring down at Toriel’s breasts as they shook with each thrust she made, almost mesmerized.

“Toriel… your tits are so goooooood…” If she hadn’t been entirely drunk on her own lust and the warm, inviting feeling of Toriel’s body, Alphys would have been mortified at her own words. Instead, she just kept humping Toriel’s chest, the tip of her dick rubbing up against Toriel’s face with each thrust forward, leaving a little smear of precum on her cheek.

Undyne laughed. “Wow, Al! High praise!” She cradled Toriel’s head, tilting her face forward. “C’mon, Tor, she gave you such a nice compliment!” she said in a low, cajoling voice. “Not to mention, y’know, giving you such nice service…”

Alphys’ next thrust drove the tip of her dick right between Toriel’s lips, like she was giving it a light kiss. Toriel tasted a hint of the salty-sweetness of Alphys’ precum as it clung to her lips, and she tried to lean forward, mouth open and trying to get a better taste.

Pulling back and pushing forward again, this time Alphys’ dick slipped right past Toriel’s lips and into her mouth, giving her much more than a hint of a taste; Alphys’ dick was leaking a steady, thick stream of pre, and it had already made Toriel’s breasts a sticky mess. With what little strength was in her arms, Toriel grasped her chest and started rubbing them on Alphys' dick as she thrust her hips, squeezing them tight 

“Toriiiii…” Alphys moaned, kneading Toriel’s tits and thrusting her hips like she was in heat. She leaned over Toriel’s chest, eyes glazed and looking down at Toriel with a look of unfettered, blind lust in her eyes. “Toriiii...I...I…”

"There you go..." Toriel breathed, feeling Alphys' dick hot and throbbing between her breasts, mouth open and ready for Alphys to cum.

"Torrrriiell.....!"

Alphys couldn’t finish her moaned sentence, as she let out a shuddering, relieved sigh and bent over Toriel’s chest. Toriel felt Alphys dick twitch before Alphys shoved her hips forward once more and shoved the tip of her dick in Toriel’s mouth again. She got a small taste of Alphys’ pre before getting a much, much bigger sample.

Her hips shook once, twice, then relaxed as Alphys came. A thick, vital stream of her cum was dumped into Toriel’s mouth, full and heavy enough to make her head spin with the salty-sweet taste. Her load was huge; it filled her mouth, threatened to spill over into her throat, and started leaking out around her lips. Toriel thought Alphys, who was still leaning over her and weakly moving her hips, would never stop cumming, and as she almost gagged on another shot of cum, she felt a sharp twitching between her own legs as well.

Finally, Alphys pulled her hips back, leaving Toriel coughing and with cum dripping over her lips, leaned back, fell back, and landed on the bed, breathing hard, eyes still hazy and dick still erect and leaking. She’d left Toriel’s tits slick with her sweat and cum, a few thick globs sticking in her fur.

“Hah...hah...hah…” Alphys lay on her back, her lust-clouded mind clearing just a little for just a moment. Her dick still felt warm and wet, a little numb and tingling in the haze of her orgasm.

She didn’t get to rest long, though.

“Alllllllphys!” Undyne called, her voice still sweetly sharp. Before Alphys could even start to sit up, she was smothered by Toriel practically falling on top of her, breasts covering Alphys’ face. “No time for rest!”

Toriel, her strength coming back to her a little, pushed herself up. Undyne had, not too gently, lifted her up from where she lay on the bed and given her a not-too-gentle push forwards, dropping her right on top of Alphys. She was left straddling Alphys’ hips, and before she could make sense of anything Undyne was close behind her, hands stealing assuredly across her body.

“C’mon, Al…” Undyne said, hands running up Toriel’s chest, cupping her breasts. “I think we’ve all had enough foreplay.”

Alphys looked up, and Toriel looked down. Both had a very nice view.

Alphys looked up at Toriel, sitting on Alphys’ hips, still breathing hard and looking to be as much of a mess as Alphys felt. Undyne’s face peered over her shoulder and her arms wrapped around Toriel’s chest, her hands running up and down Toriel’s body. One hand, with some effort, lifted one of Toriel’s breasts, squeezing and massaging it, pinching her hard nipple and eliciting little shudders from her, while the other slid down Toriel’s chest, down her stomach, down between her legs, where she slipped her fingers back into Toriel’s wet cunt, spreading her lips wide. Undyne had a naughty, knowing grin on her face that couldn’t totally mask the needy arousal she was feeling herself, and with her face right next to Toriel’s, it was a sharp contrast with the older woman’s needy, lusty, horny expression, her mouth hanging open and her face flushed, eyes eating Alphys up.

Toriel looked down at Alphys, the smaller lizard panting beneath her. Spread out on the bed, her arms limp and laying back, Alphys looked in her face like she had already gone a dozen rounds, her eyes still hazy, her chest rising and falling rapidly, her nipples hard with clear, all-consuming arousal. Even though she was still nakedly aroused and in her own fog of lust, Toriel could see Alphys stare up at her, her eyes full of desire, and let her own eyes wander; down from her painfully aroused, filthily horny expression and over her heavy, round breasts and down to her still-fully-hard dick, lying against Alphys’ stomach. As Undyne ran her hands sensuously over her body, which only turned the heat ravaging her body up to eleven, and spread her pussy open wide, she felt the strength she’d been slowly recovering go out again.

“Nnn!” Toriel let out a little moan as Undyne slipped a single finger inside her, curling it slowly and unhurriedly.

“C’mon…” Undyne breathed in Toriel’s ear, her own chest rising and falling rapidly, her own face flushed, her own eyes clouded with the heat in her body. Her chest pressed against Toriel’s body, her own dick hard, throbbing and unsatisfied against Toriel’s lower back.

A note of want, needy and full of desire, crept into Undyne’s voice. “Please…” Toriel could feel Undyne start to lightly hump her back, stiff dick rubbing through her soft fur. Undyne’s fingers curled a little tighter inside Toriel’s slit, and both of them moaned. Toriel’s hips pushed forward almost on their own, and her wet pussy slid across Alphys’ dick, making Alphys join in with a gasp.

As Toriel slowly grinded her hips back and forth, any conversation ceased as all three tried to suppress moans, stifle gasps, and shiver with want.

Finally, Undyne released Toriel’s chest and slid a hand over onto Alphys’ dick, lifting it upright as Toriel pulled her hips back one more time. “C’mon…” she whined, a naked need in her voice now. Her other hand slid under Toriel’s rear, lifting her up a little, trying to line up Alphys’ dick with Toriel’s slit.

Lying beneath, Alphys moaned as Undyne grasped her dick and gave it a few unconscious strokes, her thin fingers barely able to encircle Alphys’ dick, lubricated by Alphys’ cum and Toriel’s spit. Her hips tensed instinctively, she let out a breathless gasp, and she could only watch as Undyne slowly rested the tip of her dick against Toriel’s spread, slippery slit.

Toriel’s legs quivered as she kneeled over Alphys’ crotch, Undyne’s fingers still gently sliding in and out of her snatch and Alphys’ dick rubbing against her crotch, tip sliding past her slit and touching her clit with a feeling that felt positively electric.

With one last wiggle of her fingers, Undyne extracted her hand from Toriel’s muff at last, her fingers dripping and sticky. She stopped slowly stroking Alphys’ dick, running her fingers up and over the head one last time, wiping away a clear bead of precum she was leaking. Undyne gently slapped the tip of Alphys’ dick against Toriel’s wet, ready pussy; once, twice, three times, getting a shiver and moan from both of them with each impact.

“Hahhhh…” Alphys gasped, weakly trying to push her hips upward into Toriel’s inviting heat, but her dick missed, bumping against Toriel’s crotch and pushing back. She tried again, missed again, tried again, and missed again, this time her thrust pushing her hips almost up against Toriel’s. Her dick slid over Toriel’s waist; with Toriel’s legs spread wide and Alphys thrusting up against her, it was like a preview of just how deep she would go if she could just get it in.

Toriel was lost in a fog of lust. She dazedly watched Alphys thrusting beneath her, wanting her inside just as much as Alphys wanted to get in. Undyne’s fingers, which had already teased her to the point of begging, were now keeping her spread wide and ready. Her clouded mind wanted nothing more than Alphys inside her right now, and her entire body agreed.

“Ready?”

Undyne’s voice was a quiet whisper in her ear, her head resting on Toriel’s shoulder.. No longer teasing, cajoling, and sharp; she sounded as breathless, aroused, and needy as Toriel felt. Her own dick was hard against Toriel’s ass as she stroked Alphys’ dick one more time, spread Toriel’s lips, and pressed Alphys’ dick against Toriel’s slit.

Every fiber of her being was screaming to drop her hips down, let Alphys take her hard, let Alphys fuck into a quivering mess, let Alphys _breed_ her.

But even as she relaxed her legs finally, feeling the crown of Alphys’ dick finally, satisfyingly line up with her pussy, she could only go so quick. Alphys’ dick, thick and harder than she had ever felt it, was splitting her so wide that she had no choice but to take it carefully, tauntingly, agonizingly slow.

“Haaaahh…” Toriel was even further beyond words now, her face a slack mask of lust, tongue hanging out and eyes lidded, thinking of nothing but Alphys’ pushing deeper and deeper inside her. "Oh,  _god_..."

“Ohh...Ngghh...Ahhhhh, Toriel, Toriellllllll…” Alphys felt Toriel’s heat wrap invitingly around her, squeezing tight and warm on her dick, molding to the shape of her dick. “Oh my god, oh my god you’re so _warm…_ ” Alphys moaned shamelessly.

Toriel could barely hear her as she kept sliding down; every inch she took spurred a fresh flood of juices from her slowly-filling snatch, so much that it dripped down onto Alphys’ stomach, but even with her dick so slick and wet Toriel could still only take it inches at a time. Somehow, Alphys’ dick felt even bigger than it had yesterday, and certainly harder. Undyne’s magic was definitely nothing to sneeze at.

Finally, with a gasp and body-wracking shiver, Toriel’s hips met Alphys’, letting out a wet, lewd _squish_ with the impact. Toriel sighed in relief and moaned in wanting pleasure; even though she’d had a teaser of Alphys’ dick between her boobs, feeling its hot girth and hardness, she’d been totally unprepared for this; Alphys’ dick was long enough to barely fit in her snatch and thick enough to stretch her to breaking.

It took her almost a minute of sitting there to start moving, grinding her hips ever-so-slowly back and forth. Alphys moaned beneath her; every motion Toriel made sent a wave of burning pleasure down her dick and through her entire body, and Alphys couldn’t help but quiver and whine underneath Toriel’s welcoming heat.

Toriel wasn’t too capable of much either; she’d nearly came just from sticking it in, and all she could even begin to focus on was Alphys’ dick. It wasn’t so much that the folds of her pussy were wrapping around it that Alphys’ dick was flattening them out, stretching her, molding the shape of her pussy to take Alphys’ dick.

Alphys’ let out another little moan as Toriel planted her hands on Alphys’ chest, steadying herself and groping her breasts. Slowly and experimentally, Toriel raised her hips, feeling Alphys’ dick slide a few inches out, pulling on every fold of her pussy as it did.

She was getting the hang of it, getting back into control. Toriel lowered her hips again, making Alphys moan and shake underneath her as her warmth enveloped Alphys’ dick again. It took all her concentration to not cum as she was filled by Alphys’ dick again, stretching her wide again, reaching deep inside her again.

Toriel let a shaky smile cross her face as she saw Alphys moan and quake beneath her, and as she pulled out once again, Toriel gyrated her hips a little and traced little circles around her nipples, finally feeling ready to tease her again. She leaned down over Alphys, pulling close, running a hand across her face and pulling Alphys into a kiss even as she started to bounce up and down, slowly but steadily speeding up.

“Mmm…” Toriel moaned softly into Alphys’ mouth. “Alphys… oh my, you feel...so…”

Not finishing her sentence, she lifted her hips until only the head of Alphys’ dick was inside, and then dropped them in a single motion, feeling Alphys’ push through and split her open in an instant. She broke from the kiss as she let out a satisfied cry of pleasure, grinding her hips around indulgently.

As quickly as the tables had turned on Toriel, she’d turned them right back on Alphys; she futilely struggled beneath Toriel’s weight, Toriel’s warmth, Toriel’s everything, her legs kicking and her tail swishing beneath her involuntarily. It felt like she was being used, with Toriel pinning her down and trapping her with her inviting heat. Alphys felt Toriel’s hand gently caress her face, and she let out an involuntary sigh that turned into a moan as Toriel seemed to tighten up around her again.

Looking down at Alphys, Toriel smiled, not without smugness, and kept slowly gyrating her hips, teasing Alphys a little. "Ahhh...there, just like that..." She arched her back a little bit, pulling out until only the head of Alphys' dick was inside. "Mmmmmm..." She slowly dropped her hips again, indulging in the feeling.

Even as Toriel felt her orgasm coming on strong, she kept her movements nice and slow, savoring every second, indulging in the feeling of Alphys’ dick stretching her and rubbing against her insides as she moved her body. She could feel Alphys twitching inside her, and she made herself go even slower, keeping both of them right on the brink of cumming.

“Having a good time over there?”

Suddenly, Undyne’s strong, slender hands and stronger arms seized Toriel’s breasts and wrapped around her torso. She let out a little squeak as the girl wrapped herself around Toriel from behind. “A-Ah! Undyne…” She felt Undyne’s hot breath on her neck and smaller boobs pressing against her back.

Undyne spoke again, and her voice was totally different from before. Gone was her wheedling, teasing tone; her voice was a low growl, punctuated by her hot, heavy breaths.

“I’ve…had enough...of just sitting here.” With every word, she shoved her hips forward, humping Toriel’s ass, her hot, hard dick rubbing between the softness of her cheeks. “I’m...not...gonna..wait...any...longer…” She kept dry-humping Toriel, blindly aiming at her ass.

Toriel swallowed. She could very much tell where Undyne was driving at, but with Alphys already stuffing up her snatch, she felt a little hesitant. She tried to turn back towards Undyne. “Oh my. Undyne, just-”

Her words died at the look on Undyne’s face. She was panting heavily, her eyelids fluttering a little, her eyes hungrily taking in Toriel’s body as her hands slid up and over Toriel’s breasts. Undyne bit her lip. She looked plainly, shamelessly hungry, but far from submissive; instead of being overwhelmed by her lust, like Alphys was, she was being fueled by it. Toriel was certain now that she had underestimated Undyne a little too much.

Unexpectedly, another pair of hands slid onto her body; Alphys’ heavy, blunt claws rested on her hips. Toriel spun back around, and immediately realized she had underestimated Alphys too; the mewling, shivering girl had taken the instant she was distracted with Undyne and grabbed hold of Toriel. Though she was still breathing hard, her eyes still lidded with lust, and her hips shivering occasionally, the look in her eyes was determined and set.

Toriel's breath was hot and heavy. “Oh my…” she said, a mixture of apprehension and excitement running through her; Undyne's dick against her ass feeling enticingly hard. Even as Alphys' dick throbbed inside her snatch, she felt a need for even more, wanting both girls at once.

Alphys gripped Toriel’s thighs surely and lifted her slightly, as Undyne pushed Toriel down onto Alphys again. Alphys slid her hands around Toriel’s rear, gripping two great handfuls of her full, soft ass, spreading her cheeks wide and presenting Toriel’s asshole to Undyne. Toriel didn't stop them or resist, and found herself wiggling her rear tauntingly at Undyne. Without hesitation, Undyne set the tip of her dick against Toriel’s asshole, squared her hips, and thrust forward in one rough shove.

Toriel would have gasped, if she had any breath left in her lungs. Instead, she could barely let out a squeak as her back arched in Undyne’s embrace and her hips shook under Alphys’ claws. She’d cum with Undyne’s single, sure thrust, her hard cock pushing her her right over the edge, her juices splashing on Alphys’ stomach again. Her face split in a dizzy, shaky smile as she came, loving every second and every inch that the two girls were inside her.

Even with Toriel nearly limp in their arms, Alphys and Undyne didn’t let up. Undyne kept her arms wrapped tight around Toriel’s torso, tirelessly fucking her ass with rough, careless strokes. Alphys finally started moving herself, dick sliding easily in and out of Toriel’s snatch through all the juices leaking from within her.

Toriel had gone limp with her first orgasm, and with neither girl letting up on her pussy or ass, she was staying that way. All that was holding her up was Undyne’s strong arms around her and Alphys’ wide hips below her. The two of them moved in sync; Alphys would pull out, her dick leaving Toriel’s pussy split wide and open, just as Undyne shoved roughly forward, her thrust making Toriel’s ass jiggle, her hands groping greedily at Toriel’s chest. Then, Undyne pulled her hips back just as roughly, getting ready to thrust again, and Alphys would buck her hips up, filling up Toriel’s snatch again.

“Ahh...Hnnn...Ohhh, my god…” Alphys moaned, her dick pistoning up and down, every thrust accompanied by a wet, lewd sound as Toriel leaked on her dick. “Toriel...fuck, god, you’re so _tight…_ ”

Undyne grunted as she kept viciously humping Toriel’s ass. “C’mon...c’mon...harder, harder, fucking _take it…_ ”

Trapped between the two of them, her body limp and her head foggy with pleasure, Toriel finally decided to just give up. She felt another wave of heat through her body, felt another splash of her juices leak out, and realized she’d cum again.

Alphys kept desperately thrusting, and Toriel felt her dick give a telltale twitch inside her. Undyne kept roughly pounding away as well, and Toriel felt a stiffening from her too. Their thrusts seemed to speed up, rushing for the finish, and their movements fell even closer in time, both girls pounding into Toriel’s holes simultaneously.

With Alphys’ dick hot, hard and stretching Toriel’s snatch out, she could almost feel Undyne’s dick as they both railed Toriel in unison. They could all feel it coming; another orgasm peaking in Toriel like a wave about to break, and Undyne and Alphys on the verge of erupting.

“Ahh…Nnnn...oh fuck, fuck, Torielllll…” Alphys moaned. With a titanic effort, she pulled herself up, hugging Toriel tightly, arms sliding around her back and between Toriel and Undyne.

“Nnn…grrr...here it comesss…” Undyne growled in Toriel’s ear, tightening her grip around the older woman’s torso.

Toriel could only moan happily in the two girls’ embraces, her body weak with pleasure. Finally, she just let go, cumming again and again.

“Toriel!” Alphys gasped, and she buried herself in Toriel’s pussy one more time as she came, a stream no less thick than the last, filling up and overflowing Toriel’s insides. Alphys shook underneath Toriel as she came, moaning with relief and feeling her own cum drip out of Toriel’s muff.

“Grrrhgh, there!” Undyne was still wrapped around Toriel’s chest, and her fingers dug into Toriel’s soft boobs as she came simultaneously with Alphys, a load just as big filling Toriel’s ass. She kept thrusting as she came, and the wet sounds from her motions became even wetter and lewder, cum spilling out of Toriel’s ass as Undyne humped her all the way through her orgasm.

Toriel felt the two girls emptying themselves inside her, hot and thick cum splattering her insides. Their cumshots were huge, spilling out of her holes and splattering her thighs, Alphy’s stomach, and the sheets beneath them. She let out a pleased, shuddering sigh of ecstasy, reveling in the warm sensation spreading through her.

Finally, Undyne slowly stopped thrusting, leaning against Toriel’s back and resting for a moment, her tight, squeezing grip on Toriel’s breasts slackening to a loose embrace around her torso. Alphys stopped shaking and shuddering beneath her, hugging Toriel close, grinding her hips slowly and gently.

A little strength finally coming back into her, Toriel unsteadily lifted herself up, her hips shaking again as Undyne and Alphys’ dicks slid out with a wet sucking sound, followed by a thick stream of cum leaking from her ass and pussy.

With her holes empty, Toriel let out one last, shuddering, satisfied sigh, letting herself fall limp, held up by Alphys and Undyne’s embrace. Slowly, Alphys leaned back down to the bed under Toriel and Undyne’s weight, and they fell over into a sweaty, messy, naked pile.

Toriel felt satisfied a million times over, her snatch and ass sated and full. Rolling onto her back and spreading her legs, she looked down at the cum still oozing out of her; the girls had more than filled her up, their loads even bigger than the ones she’d gotten yesterday. Toriel sighed with contentment, enjoying the warm feeling of their cum seeping out of her, lying back on the soft bed. "Oh, girls...that was excellent, oh my..."

Before she could really relax, Toriel felt Undyne and Alphys pull closer to her again, each of them hugging her side. She lazily threw her arms around them, cuddling them closer, but suddenly, she felt two hard, hot somethings poking against her thighs.

She looked down, and saw Undyne and Alphys still hard, their dicks still sticky with her cum and theirs, already leaking pre again. She looked to her left, saw Undyne’s sharply smiling face, looked to her right, saw Alphys’ lust-drunk expression, and swallowed.

“T-Toriel…” Alphys moaned, unsteadily humping her side with careless, drunken thrusts.

“Tooooriellll…” Undyne whispered, her naughty, sing-song voice coming back.

Feeling the body heat of both girls in her embrace and hearing their naughty, needing voices, Toriel felt excitement welling in her chest and in her heat, knowing perfectly well she wouldn't be getting any sleep tonight.

 

“Ah...ah…ahhhh…!”

Toriel was on her hands and knees, each thrust from Alphys eliciting a shameless, aroused gasp from within her. Alphys had practically mounted Toriel’s ass, blunt claws digging into her soft rear as she pounded away at Toriel like an animal in heat, hips slapping loudly against her ass.

Alphys seemed almost unaware of just how hard she was fucking Toriel, lost in a fog of lust as she humped her soft, wide ass. “Toriel...I love you, I love your _ass_ , god, you’re so hottttt…”

Toriel couldn’t respond, and as Alphys kept thrusting away, she felt her arms and legs weaken and give out under the smaller girl’s assault. She fell flat on the bed, Alphys still going at her hard, every thrust into her pussy leaving droplets of her cum on the bed, a dazed and happy smile on her face.

Alphys, still lost her in wonderfully warm haze, didn’t even notice Undyne coming up behind her until her strong arms had wrapped around Alphys’ chubby torso. Jolted out of her haze a little, her thrusts slowed as she felt Undyne pull close to her.

“Al…” Undyne whispered, her hands running up and down Alphys’ body.

“U-Unnie?” Alphys could feel Undyne’s boner against her rear, hard as iron.

Undyne put one hand on Alphys’ back and shoved her forward, making her land on top of Toriel with a gasp. Her face buried in Toriel’s fur and Undyne’s hand strong on the back of her neck, Alpys could only lie there as she felt the crown of Undyne’s dick against her ass.

Beneath them both, Toriel heard a wet slapping sound, heard Alphys cry out in pleasure, and felt Alphys’ dick get even harder inside her pussy. Alphys was barely moving her hips now, just grinding her dick inside Toriel’s snatch and gyrating her hips, but her dick was reaching all the way into Toriel’s muff and rubbing against all her most sensitive spots.

Up above, Undyne had squared her hips and was pounding Alphys’ ass roughly, making her girlfriend squeal with pleasure. Her rough, ceaseless thrusts made Alphys’ whole body shake, and they vibrated down into Toriel as well.

“Gnrggg… Alphys…” Undyne groaned, her dick stiffening again inside Alphys’ ass. “I’m gonna…”

“Y-yeah…” Alphys moaned breathlessly. “C-come on, d-do it, f-f-fuck me, oh god I love your _dick_ …”

“Nggh!” Undyne’s hips slapped against Alphys’ ass one more time, and she came hard, pumping another load into her girlfriend. Alphys shuddered and sighed as Undyne’s cum filled her up, and with a few more thrusts of her own, she came inside Toriel in turn, still trying to thrust deeper despite being buried up to the hilt in Toriel’s warm muff.

Undyne pulled back and extracted her dick from her girlfriend’s ass with a wet _pop_ , letting her cum flow out; just as thick and heavy a load as her first orgasm. Alphys followed suit and shakily lifted herself off Toriel, leaving the older woman prone on the bed with a fresh load spilling from her slit.

Alphys fell backwards into Undyne’s embrace, her muscular arms catching the chubby girl and holding her tight. Alphys’ chest heaved as she got her breath back, and finally, she leaned her head back and kissed Undyne’s cheek. She slowly rubbed her butt up against Undyne’s dick, feeling her hot, warm erection between her ass.

“U-Undyne...I love you…”

Undyne snickered with self-satisfied pride. “Love you too.”

Suddenly, she felt Alphys’ claws slide down between them, curling around her dick. She leaned up, breathing into Undyne’s ear.

“Y-Your turn.”

 

For the first time tonight, Toriel was on top and Undyne on the bottom. And Undyne would be practically screaming with pleasure, if she could have found the time to breathe.

Toriel moaned, ground her hips on Undyne’s face, and smiled over to Alphys. “She...ahh… she seems to be enjoying herself.”

Alphys smiled with uncharacteristic confidence as she slowly, very slowly, slid her dick into Undyne’s ass, spreading her wide with her thicker, bigger dick. Undyne’s legs wrapped around Alphys, pulling her closer even as she shook with every inch deeper Alphys went.

Undyne clutched Toriel’s thighs, her face buried in her soft, pillowy crotch, and let out a moan that vibrated through Toriel’s whole body. Toriel’s heat, wet, dripping and sweaty, was pressed over her mouth, and Toriel’s now-loose asshole was right in front of her eyes. Undyne hungrily licked at Toriel’s slit, tasting the salty-sweetness of her own cum as well as Toriel’s juices.

Alphys pushed forward a little bit more, and Undyne’s hips bucked as she let out another cry. Alphys was stretching her almost to her limit, her dick so deep Undyne could almost feel it in her stomach. She dug her fingers even tighter into Toriel’s legs as Alphys got as deep inside her as she could, still not even balls deep in Undyne’s ass.

Toriel chuckled, grinding her hips on Undyne’s face a little more. “Well done, dear.” She leaned forward, still gyrating her hips on Undyne’s mouth, and planted a single kiss on Undyne’s dick before taking it in her mouth in a single, practiced motion, Undyne’s dick easily sliding down her throat.

Already on the verge, Undyne let out a last startled, pleasured moan and came, Toriel almost choking on another load. She waited as Undyne let it out, keeping her lips wrapped around her dick as Undyne shook and let out mewling moans that were muffled by Toriel’s soft thighs and soft fur. As her orgasm finally subsided, Toriel sat herself back up and shifted off Undyne’s face, letting her breathe again, a dizzy expression on her red, blushing face.

Sitting with Undyne’s head in her lap, Toriel closed her eyes as she rolled Undyne’s load around in her mouth, savoring the taste before swallowing.

She let out a satisfied sigh. “Ahh...very good, Undyne.” She gently stroked Undyne’s head with one hand, while slowly stroking her dick with the other. “I hope you’re still up for more?”

Undyne stared at the ceiling, her face red, her breathing still heavy. “You are _so_ going to pay for that.”

 

“Aaaaahhh!” Toriel cried out as another orgasm shook her, a spray of her juices splashing on Alphys’ stomach as she was once again bounced on both of their dicks at once.

“Nnggh!” Undyne grunted as she came again, pouring another load in Toriel’s ass. Her legs now a little unsteady, she pulled out with a wet _pop_ , her load leaking out after her. The bed was a mess now, covered in stains from a variety of sources; mainly sweat, cum, and a helping of lube.

Alphys didn’t even seem to notice Undyne orgasm; she was still pounding away at Toriel’s pussy as she lay on top of her, Alphys’ heavy arms wrapped around Toriel’s lower back.

Toriel moaned with shaky satisfaction; she’d stopped keeping track of how many times she’d cum, how many times Alphys and Undyne had filled her up. She felt like she was regaining her control, though; Undyne and Alphys were slowing down, and she could do more than just moan and feel limp with pleasure when they took it to her.

Looking down at Alphys, Toriel started moving her hips by herself, feeling Alphys’ balls slap against her and the crown of her dick stroke roughly back and forth inside, getting into a rhythm…

“Hey, Tori…” she heard Undyne snicker behind her. “Looking a little loose back here.”

Toriel immediately lost her rhythm when Undyne slid a finger into her ass, the strength going out of her legs again. She wasn’t wrong; Toriel’s asshole was practically starting to gape from Undyne’s constant pounding.

Alphys’ arms slid away from her back, and Toriel felt Undyne’s arms replace them, pulling her up and into the muscular girl’s lap. “Hey, Al…” Undyne whispered, “I think Toriel’s looking a little empty back here, don’t you?.”

Cum dripping out of both her holes, Undyne held Toriel by the thighs, spreading her legs and exposing her wet snatch and stretched ass. Alphys slowly sat herself up, sliding closer to Toriel’s displayed ass, and lined the crown of her dick up with it.

Before she could thrust forward, Undyne bucked her hips up, her dick getting in they way, both of them prodding at Toriel’s ass.

Toriel, already feeling weightless from Undyne’s arms holding her up, felt incapable of saying or doing anything with both girls poking for her ass. Undyne made it first, just the head of her dick slipping inside. Toriel moaned softly, but still felt...wanting; Undyne’s felt like it wasn’t quite enough down there after all she’d done.

Her soft moan went louder and turned into a gasp of pleasure as Alphys bucked her hips up as well, the tip of her dick sliding in right next to Undyne, both of them now inside her ass. Toriel’s hips shook, and she only got more limp with ecstasy as Undyne and Alphys both pushed up as one, until they were both buried to the hilt in Toriel’s ass.

They’d barely moved, but the extremely warm tightness of Toriel’s ass wrapping around them both put Undyne and Alphys right over the edge. Not even a minute since her last orgasm and Undyne felt herself cumming again, the feeling of Alphys’ thick, hot dick against hers and the heat of Toriel’s ass making her blow yet another load inside her. Alphys felt Undyne’s dick twitching and hot against hers and moaned, her earlier time inside Toriel’s pussy already having primed her for this. She came again, joining Undyne in her orgasm.

Toriel barely noticed them both cumming, as she was cumming herself, not even a minute after her previous orgasm. She let out a quiet, squeaky moan, too overwhelmed with pleasure to even breathe.

Undyne and Alphys kept thrusting through their orgasms and Toriel’s, the inviting tightness of her ass keeping them trapped. Toriel was limp in Undyne’s arms, slumping back against her.

Finally, Alphys’ dick went slowly soft enough to slip out, Undyne’s following suit. Toriel shivered again as they pulled out, leaving her ass gaping.

Undyne sighed with satisfaction, gently letting Toriel down. “Wow, Tori…” She slid a few fingers down between Toriel’s legs, past her messy snatch and down to her ass. “Got some, uhh… experience back there?” she asked, a wheedling tone in her voice.

Toriel blushed.

 

“Mmm…”

Toriel moaned into Undyne’s mouth, feeling her tongue curl around inside her mouth while Undyne’s strong arms curled around her body. Whatever magic Undyne had cast on herself and Alphys seemed to be starting to wane, and Undyne was sitting in Toriel’s sizable lap, arms around Toriel’s soft shoulders, while Alphys lay against her side, cuddling up to Toriel.

“Toriel…” Undyne’s voice was muffled in Toriel’s mouth, her embrace comforting and warm. She felt herself finally relaxing, wonderfully satisfied in Toriel’s soft arms. She wrapped her arms around Toriel’s neck, languidly enjoying the feeling of her lips.

Suddenly, Toriel felt Alphys shift beside her, sitting unsteadily upright and pulling herself up to Toriel’s lap. “T-Tori…” Alphys breathed, trying to butt into their close embrace.

Toriel obliged her, gently breaking away from Undyne’s kiss and meeting Alphys’ wanting lips. She gave her a short, chaste kiss at first, broke away, then reached around and pulled Alphys into her lap, then dove back into her kiss, Alphys’ tongue snaking slowly but greedily into her mouth. Alphys moaned indulgently, hugging herself as close to Toriel as she could.

Another insistent moan came from Undyne, still sitting in Toriel’s lap, her legs now starting to tangle up with Alphys’, and Toriel switched back, leaving Alphys with her tongue hanging out and panting. She kissed Undyne again, shorter and quicker this time, and then switched right back to Alphys, trying to juggle them both.

“Toriel…” Undyne breathed insistently when Toriel kissed Alphys.

“T-Toriellll…” Alphys whined as she was left wanting.

Finally, Toriel broke away from both of them, sighing with good-natured frustration. Grabbing them both around their waists, Toriel pushed them together, Undyne nearly headbutting her girlfriend as they ended up facing each other.

Stunned for a moment and looking into each other’s eyes, the two quickly adapted, with Alphys leaning into a deep, loving kiss that Undyne gladly reciprocated. Letting go of Toriel and seeming to forget her completely, Undyne and Alphys wrapped got wrapped up in their embrace, close and familiar. Toriel kept her arms around them, loosely, watching them with a serene smile on her face.

 

“It’s just down the hall, dear,” Toriel called, reclining on the bed with Alphys half-asleep in the crook of her arm.

Undyne flashed her a thumbs-up and slipped out of the room. In their slower, calmer, post-coital state, Toriel had made the suggestion of fetching some clean sheets to replace the very heavily stained ones currently on the bed. She scampered naked down the hallway, leaving Alphys and Toriel alone in the bedroom.

Toriel sighed happily, one arm looped carelessly across Alphys’ shoulder as she cuddled against Toriel’s side. She could only imagine how Undyne and Alphys felt at the moment, but she felt satisfied in a way she’d never really felt before.

Feeling Alphys stir besides her, Toriel pulled her a little closer to her side, and Alphys responded by putting her arms around Toriel’s stomach. She rested her face on Toriel’s chest, eliciting a little giggle from Toriel as her boob was used as a pillow.

“Toooooriell…” Alphys mumbled. “Heyyyy…”

“Hello there, Alphys,” Toriel replied, more than a little amused.

“Hey…Th-thanks,” Alphys blurted out. “You’re really hot, y-y’know?”

Toriel chuckled at that. “Thank you, Alphys. You too.”

“Undyne too,” Alphys blurted again. “She’s hot.”

“Indeed,” Toriel replied, holding back laughter.

“I looooooove her.” Alphys lay there, thinking a minute. “L-Like, not that you’re not r-really hot too, b-but I really loooooooooo-”

“ROOM SERVIZE!”

Toriel and Alphys were jolted out of their pillow talk by Undyne kicking the bedroom door open. In a surprising turn of events, she was less naked than she had been when she left the room; a black-and-white, frilly, and incredibly skimpy maid outfit covered her up. Somewhat covered her up, at least; the skirt went almost all the way up her thigh, and her soft dick was clearly visible hanging down beneath it.

Sheets under one arm, Undyne strutted into the room. “Your sheets, madame,” she said with mock severity and an incredibly exaggerated French accent. “And I muzt say, zis room is looking like an absolute MEZZ.”

Toriel took the sheets, half-stunned, half holding back laughter. “Ah… thank you, ma’am.” The costume was one she’d had stashed in the closet with the extra bedsheets, and she mentally patted herself on the back for not sending it back for one in the correct size.

Undyne huffed dramatically. “I see zat I haff my work cut out for me!” She stalked to the side of the bed, bending at the waist and very intentionally flashing both women on the bed as she did. “Simply look at zis!” She held up Toriel’s bra; a lacy, purple piece of clothing with cups nearly the size of Undyne’s head. “Why, what kind of monster could even fill such a thing?”

Alphys snickered into Toriel’s stomach, and even Toriel was holding a hand over her mouth to hide her laughter. Undyne let out another melodramatic _hmmph!_ and grabbed the bedsheets, yanking them from beneath Alphys and Toriel with a single motion. “And just what have you done to ze bed? My god, what took place in zis room? What kind of debauchery and filth happened to ze bed?”

Throwing the used blankets and sheets aside, Undyne grabbed the fresh ones and unfurled them in the air over the bed, letting them settle on top of Toriel and Alphys. Alphys wiggled her way out from under the blankets to see Undyne crawling atop the bed, straightening her thrown sheets, the cleavage of the dress easily exposing her chest.

“ _There_ we go,” Undyne said, curling in a corner and wiggling her ass in Toriel and Alphys’ faces. “Now, for the ozzer one…” She crawled to the other side of the bed, unsubtly shaking her butt.

“Uh, m-ma’am?” Alphys spoke up shyly.

Undyne whirled haughtily around. “Yez?”

“Your entire booty ass is out, ma’am.”

Undyne was hit by Alphys’ blunt statement, and her act broke. She suppressed a giggle, failed, then broke down with laughter, falling on the bed and holding her stomach. Alphys had the sheets pulled up to her face, covering her mouth and giggling and snorting into them. Toriel had barely-concealed laughter behind her hand over her face as she tried not to look at Undyne for fear of totally breaking down.

Finally, Undyne’s chortles subsided, and she rolled into a sitting position. “Hehe…okay, uh, I’m gonna get this dumb thing off now.”

Toriel, still looking away, nodded. “Please, by all means.” She finally lowered her hand, a shaky, near-laughter smile still on her face, as Undyne slid out of the sheer garment and threw it carelessly aside.

“Budge over?” Undyne said, scuttling to the head of the bed and slipping under the covers. She cuddled up next to Toriel, opposite Alphys, head resting on Toriel’s broad arms. Sliding one arm across Toriel’s stomach, she took Alphys’ hand, intertwining their fingers as they both snuggled up to Toriel.

Finally relaxed, Toriel sighed happily, feeling Undyne and Alphys breathing as they cuddled. “I think that this was quite an excellent day, don’t you?”

Undyne nodded into Toriel’s shoulder. “Mhmm.”

Alphys giggled. “Y-yeah.”

Toriel smiled down at both of them. “Well, you’re certainly welcome over anytime. Both of you.” She squeezed them both a little. “For anything.”

“O-Oh.” Alphys blushed a little.

“Say, next week? Sunday?”

Undyne shifted her legs and felt the beginnings of soreness between her thighs. “Uh...think I’ll have to pass on that, Tor,” she mumbled.

“Oh, drat. Alphys?”

“U-u-uh...Um… I-I’m busy. I think. Yeah.”

“Well...I suppose I’ll just see if Sans is free, then,” Toriel mused mischievously.

Undyne and Alphys looked at Toriel, looked at each other, then blurted out at the same time.

“I-I think I could come!”  
“Me too!”

Toriel smiled, gave Undyne and Alphys a kiss on the head each, and pulled the covers over the three of them.


End file.
